UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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| Item 8.01 | Other Events |
As of April 4, 2023, African Gold Acquisition Corporation (the “Company”) had 5,317,556 Class A ordinary shares outstanding and the redemption price per share was approximately $10.44 per share (including interest not previously released to African Gold to pay its taxes). As previously disclosed, at a March 2, 2023 extraordinary general meeting of shareholders, the Company amended its amended and restated memorandum and articles of association to (i) extend the date (the “Termination Date”) by which the Company has to consummate a business combination from March 2, 2023 (the “Original Termination Date”) to June 2, 2023 (the “Articles Extension Date”) and to allow the Company, without another shareholder vote, to elect to extend the Termination Date to consummate a business combination on a monthly basis for up to nine times by an additional one month each time after the Articles Extension Date, by resolution of the Company’s board of directors if requested by African Gold Acquisition Sponsor LLC (the “Sponsor”) and upon five days’ advance notice prior to the applicable Termination Date, until March 2, 2024, or a total of up to twelve months after the Original Termination Date, unless the closing of the Company’s initial business combination shall have occurred prior to such date.
In connection therewith, and as disclosed in the Company’s proxy statement, the Company and a non-affiliated third party entered into a promissory note pursuant to which such non-affiliated third party loaned $630,000 to the Company. The promissory note doesn’t provide for any interest to be paid. The maturity date of the loans thereunder is the earlier of the consummation of the Company’s initial business combination or the date by which a business combination must be completed. The loans thereunder may be converted at $1.00 per warrant into the Company’s private warrants.
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Dated: April 4, 2023
| African Gold Acquisition Corporation | |||
| By: | /s/ Christopher Chadwick | ||
| Name: | Christopher Chadwick | ||
| Title: | Chief Executive Officer | ||
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