MergerJul 13, 2026, 04:07 PM
Blue Acquisition Amends Merger Deal, Adds 9.25M Share Earnout
AI Summary
Blue Acquisition Corp. announced a Third Amendment to its Business Combination Agreement (BCA) with Blockfusion Digital Infrastructure, Inc. on June 30, 2026. The amendment introduces an earnout provision for Blockfusion stockholders, allowing for the potential issuance of up to 9,250,000 Pubco Class A common shares based on specific stock price thresholds over a 36-month period. Additionally, the post-closing Pubco board of directors will be reduced from nine to seven members. The company also disclosed a joint press release and an investor call regarding Blockfusion's business developments.
Key Highlights
- Third Amendment to Business Combination Agreement (BCA) signed on June 30, 2026.
- Adds earnout provision for up to 9,250,000 Pubco Class A common shares to Blockfusion stockholders.
- Earnout shares are issued in five tranches of 1,850,000 shares each.
- Earnout price targets are $15, $20, $25, $30, and $35 per share.
- Earnout period is 36 months following the closing date of the Business Combination.
- Post-closing Pubco board of directors size decreased from 9 members to 7 members.
- Blue and Blockfusion issued a joint press release and held an investor call on June 30, 2026.
Price Impact
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