SK Growth Opportunities Corporation filed SEC Form 8-K: Entry into a Material Definitive Agreement, Financial Statements and Exhibits
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Item 1.01. Entry into a Material Definitive Agreement.
In connection with SK Growth Opportunities Corporation’s (the “Company”) proposed business combination and related transactions (the “Business Combination”) pursuant to the Business Combination Agreement, dated as of February 27, 2024, and as amended on December 5, 2024, by and among the Company, Webull Corporation, an exempted company limited by shares incorporated under the laws of the Cayman Islands (“Webull”), Feather Sound I Inc., an exempted company limited by shares incorporated under the laws of the Cayman Islands and a direct wholly owned subsidiary of Webull, and Feather Sound II Inc., an exempted company limited by shares incorporated under the laws of the Cayman Islands and a direct wholly owned subsidiary of Webull, the Company and Auxo Capital Managers LLC (the “Sponsor”), entered into non-redemption agreements (the “Non-Redemption Agreements”) with several unaffiliated third parties (the “Investors”), pursuant to which the Investors agreed not to redeem (or to validly rescind any redemption requests on) their Class A ordinary shares, par value $0.0001 per share (the “Class A Ordinary Shares”), of the Company (the “Non-Redeemed Shares”) in connection with the Business Combination. In exchange for the foregoing commitments not to redeem such Class A Ordinary Shares, (i) the Sponsor agreed to surrender to the Company and forfeit for no consideration a certain number of Class B ordinary shares, par value $0.0001 per share (the “Class B Ordinary Shares” and together with the Class A Ordinary Shares, the “Ordinary Shares”) of the Company and (ii) the Company agreed to issue or cause to be issued to the Investors for no additional consideration one (1) Class A Ordinary Shares of the Company for every four (4) Non-Redeemed Shares, each in connection with the Business Combination.
The foregoing description of the form of Non-Redemption Agreement does not purport to be complete and is qualified in its entirety by reference to the form of Non-Redemption Agreement filed hereto as Exhibit 10.1 and incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
| No. | Exhibits | |
| 10.1 | Form of Non-Redemption Agreement. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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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: March 31, 2025
| SK GROWTH OPPORTUNITIES CORPORATION | |||
| By: | /s/ Derek Jensen | ||
| Name: | Derek Jensen | ||
| Title: | Chief Financial Officer | ||
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