Inflection Point secures up to 2.5M shares via forward purchase agreements for Intuitive Machines merger

Intuitive Machines, Inc.

Each seller (Polar Multi-Strategy Master Fund and The HGC Fund LP) may hold up to 1,250,000 IPAX shares.
Prepayment from trust account equals Redemption Price plus $0.30 per share, paid within one business day after closing.
Forward Purchase Agreement matures one month after close; sellers may terminate early under certain conditions.
Counterparty to file resale registration statement within 45 days after close and seek effectiveness within 60–90 days.
Sellers waive redemption rights for FPA shares except if performance becomes unlawful or a material adverse change occurs.

Key facts

Extracted from this filing and checked against the source text.

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.95

Intuitive Machines, Inc. entered into Forward Purchase Agreement with Polar Multi-Strategy Master Fund and The HGC Fund LP valued at Equity Prepaid Forward Transactions under which each Seller agreed to hold up to 1,250,000 Class A o (effective 2023-02-09).

Action: entry
Agreement: equity purchase
Counterparty: Polar Multi-Strategy Master Fund and The HGC Fund LP
Value: Equity Prepaid Forward Transactions under which each Seller agreed to hold up to 1,250,000 Class A o
Effective: 2023-02-09

Exact text from the filing

On February 9, 2023, Inflection Point and Intuitive Machines entered into separate agreements (each, a “Forward Purchase Agreement, and together, the “Forward Purchase Agreements”) with each of Polar Multi-Strategy Master Fund (“Polar”) and The HGC Fund LP (“HGC” and, each of Polar and HCG, individually, a “Seller” and, together, the “Sellers”) for over-the-counter Equity Prepaid Forward Transactions (each, a “Forward Purchase Transaction” and, together, the “Forward Purchase Transactions”).

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Intuitive Machines, Inc. filing history →

Source: SEC EDGAR

accession 0001213900-23-009994

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