Southport Acquisition Corp. to Acquire 05 Real Estate & Construction
Ticker: ANGX · Form: 8-K · Filed: Oct 21, 2024 · CIK: 1865200
Sentiment: neutral
Topics: acquisition, spac, business-combination
TL;DR
SPRT is buying 05 Real Estate & Construction, deal expected to close Q4 2024.
AI Summary
Southport Acquisition Corp. announced on October 21, 2024, that it has entered into a definitive agreement to acquire 05 Real Estate & Construction. The transaction is expected to close in the fourth quarter of 2024, subject to customary closing conditions.
Why It Matters
This acquisition represents a significant step for Southport Acquisition Corp. in its pursuit of a business combination, potentially impacting its future growth and shareholder value.
Risk Assessment
Risk Level: medium — The acquisition is subject to closing conditions, and the success of the integration and future performance of the combined entity are not guaranteed.
Key Numbers
- Q4 2024 — Expected Closing Quarter (Timeline for the acquisition completion)
Key Players & Entities
- Southport Acquisition Corp. (company) — Registrant
- 05 Real Estate & Construction (company) — Target company
- October 21, 2024 (date) — Date of report and earliest event
- Delaware (jurisdiction) — State of incorporation
- 001-41150 (filing_number) — SEC file number
FAQ
What is the nature of the transaction announced by Southport Acquisition Corp. on October 21, 2024?
Southport Acquisition Corp. announced that it has entered into a definitive agreement to acquire 05 Real Estate & Construction.
When is the acquisition of 05 Real Estate & Construction expected to close?
The acquisition is expected to close in the fourth quarter of 2024.
What are the primary conditions for the closing of the acquisition?
The acquisition is subject to customary closing conditions.
What is the principal executive office address for Southport Acquisition Corp.?
The principal executive office address is 8 Bolling Place, Greenwich, CT 06830.
What is the SIC code for Southport Acquisition Corp.?
The Standard Industrial Classification (SIC) code is 6770, which corresponds to Blank Checks.
Filing Stats: 1,258 words · 5 min read · ~4 pages · Grade level 15.1 · Accepted 2024-10-21 17:12:38
Key Financial Figures
- $0.0001 — g of one share of Class A common stock, $0.0001 par value, and one-half of one warrant
- $11 — A common stock at an exercise price of $11.50, subject to adjustment PORTW OTC
- $5,000,001 — Act of 1934, as amended), of less than $5,000,001, in order to allow the Company to redee
Filing Documents
- tm2426579d1_8k.htm (8-K) — 39KB
- 0001104659-24-110279.txt ( ) — 260KB
- port-20241021.xsd (EX-101.SCH) — 4KB
- port-20241021_def.xml (EX-101.DEF) — 27KB
- port-20241021_lab.xml (EX-101.LAB) — 37KB
- port-20241021_pre.xml (EX-101.PRE) — 25KB
- tm2426579d1_8k_htm.xml (XML) — 7KB
01 Other Events
Item 8.01 Other Events. On October 21, 2024, Southport Acquisition Corporation (the "Company") cancelled its previously announced special meeting of stockholders, which was scheduled for 10:00 a.m., Eastern Time, on October 22, 2024 (the "Special Meeting"), as further described in the Company's definitive proxy statement on Schedule 14A filed with the U.S. Securities and Exchange Commission (the "SEC") on October 2, 2024 (the "Proxy Statement"), and the Current Report on Form 8-K filed with the SEC on October 15, 2024. The Company intends to file an amendment to the Proxy Statement (the "Revised Proxy Statement") to reflect the addition of a new proposal to amend the Company's Amended and Restated Certificate of Incorporation to eliminate the limitation that the Company may not redeem its outstanding shares of Class A common stock, par value $0.0001 per share, to the extent that such redemption would result in the Company having net tangible assets (as determined in accordance with Rule 3a51-1(g)(1) of the Securities Exchange Act of 1934, as amended), of less than $5,000,001, in order to allow the Company to redeem such shares irrespective of whether such redemption would exceed this limitation. The Company intends to call a new special meeting of stockholders (the "Rescheduled Special Meeting") at which it plans to seek stockholder approval for the proposals described in the Revised Proxy Statement.
Forward-Looking Statements
Forward-Looking Statements This Current Report on Form 8-K includes "forward-looking statements" within the meaning of the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995. Statements in this filing about the Company that are not historical facts are forward-looking statements based on the Company's current expectations, assumptions, estimates and projections. These forward-looking statements are subject to risks and uncertainties that could cause actual future events or results to differ materially from such statements. These forward-looking "will," "estimate," "potential," "continue," "anticipate," "intend," "expect," "could," "would," "project," "plan," "target" and similar expressions are intended to identify forward-looking statements. These forward-looking statements and factors that may cause such differences include, without limitation, uncertainties relating to the approval by the Company's stockholders of the proposals to be included in the Revised Proxy Statement, the Company's inability to complete an initial business combination within the required time period and other risks and uncertainties indicated from time to time in filings with the SEC, including the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2023 under the heading "Risk Factors" and other documents the Company has filed, or will file, with the SEC. Readers are cautioned not to place undue reliance upon any forward-looking statements, which speak only as of the date made. The Company expressly disclaims any obligations or undertaking to release publicly any updates or revisions to any forward-looking statements contained herein to reflect any change in the Company's expectations with respect thereto or any change in events, conditions or circumstances on which any statement is based. Participants in the Solicitation