--- schema_version: "secwatch.filing_event.v1" accession: "0001193125-23-182812" form_type: "8-K" ticker: "ABX" cik: "0001814287" company_name: "Abacus Global Management, Inc." filed_at: "2023-07-06T23:59:59+00:00" generated_at: "2026-06-13T12:05:53.873947+00:00" event_type: "m_and_a" sentiment: "neutral" materiality_score: 0.85 calibrated_materiality_score: 0.85 confidence: "high" source: SEC EDGAR --- # Abacus Life completes SPAC merger with East Resources; starts trading on Nasdaq ## Summary - Business combination closed June 30, 2023; ~1.3M shares redeemed at ~$10.40/share totaling ~$13.6M. - Post-merger common shares outstanding ~63.35M; ABL and ABLLW warrants began trading July 5 on Nasdaq. - Entered $50M Owl Rock credit facility: $25M term loan + $25M delayed draw, maturing July 2028, at SOFR+7.25%. - Entered $25M SPV Investment Facility (unsecured, subordinated, 12% PIK interest) from affiliate. - Sponsor forfeited 1.78M private warrants; Sponsor PIK Note of ~$10.47M issued at 12% interest. ## SEC filing metadata - accession: 0001193125-23-182812 - form_type: 8-K - ticker: ABX - cik: 0001814287 - company_name: Abacus Global Management, Inc. - filed_at: 2023-07-06T23:59:59+00:00 - event_type: m_and_a - sentiment: neutral - materiality_score: 0.85 - calibrated_materiality_score: 0.85 - confidence: high - sec_items: 1.01, 2.01, 5.06, 2.03, 3.03, 5.03, 5.01, 5.02, 5.05, 8.01, 9.01 - EDGAR index: https://www.sec.gov/Archives/edgar/data/1814287/000119312523182812/0001193125-23-182812-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1814287/000119312523182812/d525613d8k.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001193125-23-182812 - JSON: https://secwatch.observer/filing/0001193125-23-182812.json - Plain text: https://secwatch.observer/filing/0001193125-23-182812.txt ## Key facts - Governance Changes Abacus Global Management, Inc.: Company ceased to be a shell company as a result of the business combination. - Change: shell status source text: As a result of the Business Combination, the Company ceased to be a shell company evidence_url: https://www.sec.gov/Archives/edgar/data/1814287/000119312523182812/0001193125-23-182812-index.htm - Governance Changes Abacus Global Management, Inc.: Amended and restated bylaws effective upon closing of business combination. - Change: bylaw amendment source text: and amended and restated its bylaws (as amended, the “A&R Bylaws”) effective as of the Closing evidence_url: https://www.sec.gov/Archives/edgar/data/1814287/000119312523182812/0001193125-23-182812-index.htm - Governance Changes Abacus Global Management, Inc.: Adopted a new Code of Business Conduct and Ethics (effective 2023-06-30). - Change: code of ethics - Effective: 2023-06-30 source text: on June 30, 2023, the Board approved and adopted a new Code of Business Conduct and Ethics applicable to all employees, officers and directors of the Company evidence_url: https://www.sec.gov/Archives/edgar/data/1814287/000119312523182812/0001193125-23-182812-index.htm - Governance Changes Abacus Global Management, Inc.: Amended and restated certificate of incorporation effective upon closing of business combination. - Change: charter amendment source text: On the Closing Date, in connection with the consummation of the Business Combination, the Company amended and restated its certificate of incorporation, effective as of the Closing (the “A&R Charter”) evidence_url: https://www.sec.gov/Archives/edgar/data/1814287/000119312523182812/0001193125-23-182812-index.htm - M&A Transactions Abacus Global Management, Inc. underwent a change of control involving East Resources Acquisition Company for Business combination pursuant to Agreement and Plan of Merger, merger of LMA Merger Sub into LMA and Abacus Merger Sub into Legacy Abacus, Legacy Companies beco (closed 2023-06-30). - Action: change of control - Counterparty: East Resources Acquisition Company - Consideration: Business combination pursuant to Agreement and Plan of Merger, merger of LMA Merger Sub into LMA and Abacus Merger Sub into Legacy Abacus, Legacy Companies beco - Closing: 2023-06-30 source text: Pursuant to the Merger Agreement, on June 30, 2023, (i) LMA Merger Sub merged with and into LMA, with LMA surviving such merger (the “LMA Merger”) and (ii) Abacus Merger Sub merged with and into Legacy Abacus, with Legacy Abacus surviving such merger (the “Abacus Merger” and, together with the LMA Merger, the “Mergers” and, along with the other transactions contemplated by the Merger Agreement, the “Business Combination”) and the Legacy Companies became direct wholly owned subsidiaries of Abacus. evidence_url: https://www.sec.gov/Archives/edgar/data/1814287/000119312523182812/0001193125-23-182812-index.htm - Material Agreements Abacus Global Management, Inc. entered into Merger Agreement with East Resources Acquisition Company (effective 2023-06-30). - Action: entry - Agreement: merger - Counterparty: East Resources Acquisition Company - Effective: 2023-06-30 source text: As described in Item 1.01 above, on June 29, 2023, ERES held the Special Meeting, at which the ERES stockholders considered and adopted, among other matters, a proposal to approve the Merger Agreement and the Business Combination. On June 30, 2023, the parties consummated the Business Combination. evidence_url: https://www.sec.gov/Archives/edgar/data/1814287/000119312523182812/0001193125-23-182812-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.