Pono Capital Two signs non-redemption agreement for up to 1.7M shares to extend business combination

SBC Medical Group Holdings Inc

Non-redemption agreement with unaffiliated investor to purchase 1.5M-1.7M shares in open market at ≤ redemption price.
Investor waives redemption rights; in exchange receives one incentive share per purchased share from target CEO at closing.
Extension amendment seeks to move business combination deadline from Feb 9, 2024 to Nov 9, 2024.
Agreement terminates if SEC comments not cleared by April 30, 2024, or on closing or termination of business combination agreement.
Target is SBC Medical Group Holdings Incorporated; business combination previously announced.

Key facts

Extracted from this filing and checked against the source text.

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

SBC Medical Group Holdings Inc entered into non-redemption agreement with an unaffiliated investor (effective 2024-01-11).

Action: entry
Counterparty: an unaffiliated investor
Effective: 2024-01-11

Exact text from the filing

On January 11, 2024, the Company entered into a non-redemption agreement with an unaffiliated investor (the "Holder") which agreed to acquire from public stockholders of the Company 1,500,000 to 1,700,000 shares of Class A common stock

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SBC Medical Group Holdings Inc filing history →

Source: SEC EDGAR

accession 0001493152-24-002794

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