8-K
filed October 27, 2022, 7:59 PM ET
CIK 0001864891
M&A
confidence high
sentiment neutral
materiality 0.80
Endurance Acquisition Corp.: M&A transaction — SatixFy completes SPAC merger with Endurance; NYSE American listing Oct 28
Endurance Acquisition Corp.
- Business Combination closed Oct 27; Endurance becomes wholly owned subsidiary of SatixFy.
- SatixFy shares/warrants expected to trade on NYSE American Oct 28 under SATX and SATX WSA.
- PIPE subscriber Sensegain defaulted on $9.1M commitment; SatixFy received $20M of $29.1M committed.
- Endurance directors (Patel, Davis, Reyes, etc.) resigned; SatixFy CEO Ripstein continues, Davis joins board.
- Israeli Tax Authority ruled public shareholders with <5% stake get tax deferral on share exchange.
Key facts
Extracted from this filing and checked against the source text.
Executive change
SEC 8-K Item 5.02
confidence 0.9
Henry E. Dubois departed as Director at Endurance Acquisition Corp..
- Action
- ceased to be
- Role
- Director
Exact text from the filing
the following individuals also ceased to be directors: Gary D. Begeman, Henry E. Dubois and Michael Leitner
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.9
Chandra R. Patel departed as Chairman at Endurance Acquisition Corp..
- Action
- ceased to be
- Role
- Chairman
Exact text from the filing
Chandra R. Patel ceased to be Chairman
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.9
Richard C. Davis departed as Chief Executive Officer and Director at Endurance Acquisition Corp..
- Action
- ceased to be
- Role
- Chief Executive Officer and Director
Exact text from the filing
Richard C. Davis ceased to be Chief Executive Officer and Director
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.9
Gary D. Begeman departed as Director at Endurance Acquisition Corp..
- Action
- ceased to be
- Role
- Director
Exact text from the filing
the following individuals also ceased to be directors: Gary D. Begeman, Henry E. Dubois and Michael Leitner
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.9
Romeo A. Reyes departed as Chief Financial Officer at Endurance Acquisition Corp..
- Action
- ceased to be
- Role
- Chief Financial Officer
Exact text from the filing
Romeo A. Reyes ceased to be Chief Financial Officer
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.9
Michael Leitner departed as Director at Endurance Acquisition Corp..
- Action
- ceased to be
- Role
- Director
Exact text from the filing
the following individuals also ceased to be directors: Gary D. Begeman, Henry E. Dubois and Michael Leitner
View on SEC.gov
M&A Transactions
SEC 8-K Item 2.01/5.01
confidence 0.95
Endurance Acquisition Corp. underwent a change of control involving SatixFy Communications Ltd. for each Class A ordinary share of Endurance was exchanged for one ordinary share of SatixFy and each outstanding warrant of Endurance was assumed by SatixFy (closed 2022-10-27).
- Action
- change of control
- Counterparty
- SatixFy Communications Ltd.
- Consideration
- each Class A ordinary share of Endurance was exchanged for one ordinary share of SatixFy and each outstanding warrant of Endurance was assumed by SatixFy
- Closing
- 2022-10-27
Exact text from the filing
As previously disclosed in the Current Report on Form 8-K filed by Endurance Acquisition Corp., a Cayman Islands exempted company (“ Endurance ”), with the Securities and Exchange Commission (the “ SEC ”) on March 8, 2022, Endurance entered into a business combination agreement (as amended, supplemented or otherwise modified, the “ Business Combination Agreement ”) with SatixFy Communications Ltd., a limited liability company organized under the laws of the State of Israel (“ SatixFy ”), and SatixFy MS, a Cayman Islands exempted company and a direct, wholly owned subsidiary of SatixFy (“ Merger Sub ”). Pursuant to the Business Combination Agreement, on October 27, 2022, Merger Sub merged with and into Endurance (the “ Business Combination ”), with Endurance surviving the Business Combination as a wholly owned subsidiary of SatixFy (the “ Surviving Company ”).
View on SEC.gov
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