United States
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 8-K
Current Report
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
August 31, 2022
Date of Report (Date of earliest event reported)
Blue Safari Group Acquisition Corp.
(Exact Name of Registrant as Specified in its Charter)
| British Virgin Islands | 001-40473 | |||
| (State or other jurisdiction of incorporation) |
(Commission File Number) | (I.R.S. Employer Identification No.) |
| Cheung Kong Center, 58th Floor, Unit 5801 2 Queen’s Road Central Central, Hong Kong |
||
| (Address of Principal Executive Offices) | (Zip Code) |
Registrant’s telephone number, including area code: +852 9258 9728
N/A
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ¨ | Written communications pursuant to Rule 425 under the Securities Act |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) |
Name of each exchange on which registered | ||
| Capital Market | ||||
| Capital Market | ||||
| Rights | BSGAR | NASDAQ Capital Market |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
Emerging growth company x
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
Item 1.01 Entry into a Material Definitive Agreement.
The disclosure contained in Item 2.03 is incorporated by reference in this Item 1.01.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
On August 31, 2022, Blue Safari Group Acquisition Corp. (NASDAQ: BSGA, the “Company”) issued an extension notice (the “Extension Notice”) to First Euro Investments Limited, pursuant to the First Amendment to the Promissory Note between the Company and First Euro Investments Limited, dated as of May 30, 2022 (the “Amendment”). The Extension Notice extends the maturity date of the Amendment for an additional six (6) months from August 31, 2022 to February 28, 2023.
Item 8.01 Other Events
As previously disclosed, pursuant to the First Amendment to the Amended & Restated Agreement and Plan of Merger dated May 30, 2022 by and among the Company, Bitdeer Technologies Holding Company (“Bitdeer”) and other parties named therein, Bitdeer has agreed to loan the Company an aggregate principal amount of $1.99 million in two tranches to fund any and all amounts required to extend the period of time the Company has to complete a business combination (the “Combination Period”) for up to two (2) times for an additional three (3) months period each time. The loan bears no interest and is repayable only at the closing of a business combination by the Company.
On September 6, 2022, the Company issued a press release filed herewith, announcing that on September 6, 2022, using the loan amount received to date, the Company has deposited into the Company’s trust account $575,000 (representing $0.10 per Class A ordinary share) to extend the Combination Period from September 14, 2022 to December 14, 2022. The materials attached as Exhibit 99.1 are incorporated by reference herein.
Item 9.01. Financial Statements and Exhibits.
| Exhibit No. | Description | |
| 10.1 | Extension Letter dated August 31, 2022 | |
| 99.1 | Press Release dated September 6, 2022 | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Dated: September 6, 2022 | Blue Safari Group Acquisition Corp. | |
| By: | /s/ Naphat Sirimongkolkasem | |
| Name: | Naphat Sirimongkolkasem | |
| Title: | Chief Financial Officer | |
Exhibit 10.1
Blue Safari Group Acquisition Corp.
Cheung Kong Center,
58th Floor, Unit 5801
2 Queens Road Central
Central
Hong Kong
August 31, 2022
First Euro Investments Limited
263 Main Street, Road Town
Tortola BVI
Attn: Serena Shie
Re: Extension Notice
Ladies and Gentleman:
Pursuant to the First Amendment to Promissory Note between First Euro Investments Limited (“Payee”) and Blue Safari Group Acquisition Corp. (“Maker”), dated as of May 30, 2022 (“Amendment”), this is to advise you that the Maker is to extend the Maturity Date of the Amendment for an additional six (6) months from August 31, 2022 to February 28, 2023.
This Extension Notice shall serve as the notice required with respect to effectuate the Maturity Date Extension. Capitalized words used herein and not otherwise defined shall have the meanings ascribed to them in the First Amendment to Promissory Note.
Very truly yours,
Blue Safari Group Acquisition Corp.
| By: | /s/ Naphat Sirimongkolkasem | |
| Name: Naphat Sirimongkolkasem | ||
| Title: Chief Financial Officer | ||
Exhibit 99.1
Blue Safari Group Acquisition Corp. Announces Contribution to Trust Account to Extend Period to Consummate Business Combination
NEW YORK, September 6, 2022 /PRNewswire/ -- Blue Safari Group Acquisition Corp. (NASDAQ: BSGA, the “Company”), a special purpose acquisition company, announced today that it has deposited into the Company’s trust account (the “Trust Account”) an aggregate of $575,000 (representing $0.10 per Class A ordinary share), in order to extend the period of time the Company has to complete a business combination (the “Combination Period”) for an additional three (3) month period, with the applicable deadline (the “Applicable Deadline) extended from September 14, 2022 to December 14, 2022. As previously disclosed, pursuant to the First Amendment to the Amended & Restated Agreement and Plan of Merger dated May 30, 2022 by and among the Company, Bitdeer Technologies Holding Company (“Bitdeer”) and other parties named therein, Bitdeer agreed to loan the Company an aggregate principal amount of $1.99 million in two tranches to fund any and all amounts required to extend the Combination Period for up to two (2) times for an additional three (3) months period each time. The loan bears no interest and is repayable only at the closing of a business combination by the Company. On September 6, 2022, the Company used $575,000 of the loan amount received to extend the Applicable Deadline to December 14, 2022.
About Blue Safari Group Acquisition Corp.
Blue Safari Group Acquisition Corp. is a British Virgin Islands company incorporated as a blank check company for the purpose of entering into a merger, share exchange, asset acquisition, share purchase, recapitalization, reorganization or similar business combination with one or more businesses or entities.
Forward-Looking Statements
This press release includes forward-looking statements that involve risks and uncertainties. Forward-looking statements are statements that are not historical facts. Such forward-looking statements, including the successful consummation of the Company's initial public offering, are subject to risks and uncertainties, which could cause actual results to differ from the forward-looking statements. The Company expressly disclaims any obligations or undertaking to release publicly any updates or revisions to any forward-looking statements contained herein to reflect any change in the Company's expectations with respect thereto or any change in events, conditions or circumstances on which any statement is based.
Naphat Sirimongkolkasem
Blue Safari Group Acquisition Corp.
info@bluesafari.co