Battery Future Acquisition Corp. to merge with edtech Class Over Inc.

Battery Future Acquisition Corp.

Agreement signed on May 12, 2024; Classover is a K-12 interactive online live course provider.
Merger consideration: 6,535,014 Pubco Class A shares (25 votes), 5,964,986 Class B, 1,000,000 preferred.
PIPE financing of $5 million to be arranged; support agreements from certain insiders for approval.
Closing requires BFAC and Company shareholder approvals, HSR clearance, SEC effectiveness, and NYSE listing.
Deal may be terminated if not closed by Dec 31, 2024 (extendable to June 30, 2025).

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

Battery Future Acquisition Corp. entered into Business Combination Agreement with Class Over Inc., Classover Holdings, Inc., BFAC Merger Sub 1 Corp., BFAC Merger Sub 2 Corp. (effective 2024-05-12).

Action: entry
Agreement: merger
Counterparty: Class Over Inc., Classover Holdings, Inc., BFAC Merger Sub 1 Corp., BFAC Merger Sub 2 Corp.
Effective: 2024-05-12

Exact text from the filing

On May 12, 2024, Battery Future Acquisition Corp., a Cayman Islands exempted company (“ BFAC ”), entered into an Agreement and Plan of Merger (the “ Business Combination Agreement ”), by and among BFAC, Class Over Inc., a Delaware corporation (the “ Company ”), Classover Holdings, Inc., a Delaware corporation and wholly-owned subsidiary of BFAC (“ Pubco ”), BFAC Merger Sub 1 Corp., a Delaware corporation and wholly-owned subsidiary of Pubco (“ Merger Sub 1 ”) and BFAC Merger Sub 2 Corp., a Delaware corporation and wholly-owned subsidiary of Pubco (“ Merger Sub 2 ” and together with Merger Sub 1, the “ Merger Subs ”).

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Source: SEC EDGAR

accession 0001929980-24-000191

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