GigCapital5 (NYSE:GIA) announced in an 8-K filing this morning that it has rejected a request by its combination target QT Imaging to terminate the deal, claiming that although the deal’s September 8 outside date is passed, breaches on QT Imaging’s part caused delays.
In fact, GigCapital5 revealed that it filed a lawsuit in the Chancery Court of Delaware on the eve of the outside date to force QT Imaging to abide by obligations in their business combination agreement or pay damages for such a breach.
GigCapital5 claimed in an earlier filing that QT Imaging violated the exclusivity portions of their deal by engaging in prohibited discussions with a third party and those talks may have slowed this process. The SPAC hopes to take the case to trial on November 20.
This situation would have been awkward enough all around, but GigCapital5 is also seeking to extend its own transaction deadline from September 28 to December 8 without an additional contribution to its trust. It is holding its special meeting for this move on the day of, September 28.
As such, it feels a bit like GigCapital5 is going through divorce court while still in line at the county clerk to get married to QT Imaging, but that hasn’t stopped its efforts to raise money for the wedding.
The SPAC must provide at least $15 million under the deal’s minimum cash condition and it noted at announcement that it would seek to raise up to $26 million in outside funding prior to close.
GigCapital5 has about $31.7 million in its trust after 86.8% redemptions so far and has signed a non-binding term sheet for a $10 million pre-paid advance loan with Yorkville Advisors Global.
According to GigCapital5, it and QT Imaging have agreed that this funding alone could satisfy the minimum cash condition, but not all of the documents have been prepared to finalize the facility amid the drama.
The two sides initially announced their $219 million combination in December 2022. Novato, California-based QT Imaging has developed a less-invasive scanning device for mammograms that it has begun to commercialize in the US, Europe and China.
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