Current Report · Items 1.01, 9.01 · 8-K
IX Acquisition Corp.
IXAQFOTCEQUITYCurrent
Entry into a Material Definitive Agreement
Item 1.01. Entry into a Material Definitive Agreement. The Simple Agreement for Future Equity On March 29, 2024, IX Acquisition Corp. (“Parent”), a Cayman Islands exempted company, entered into a Merger Agreement, by and among Parent, AKOM Merger Sub Inc., a Nevada corporation and a wholly owned subsidiary of Parent (“Merger Sub”), and AERKOMM Inc., a Nevada corporation (the “Company”) (as it may…
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Item 1.01Item 1.01 - Entry into Material Agreement
Item 1.01. Entry into a Material Definitive Agreement.
The Simple Agreement for Future Equity
On March 29, 2024, IX Acquisition
Corp. (“Parent”), a Cayman Islands exempted company, entered into a Merger Agreement, by and among Parent, AKOM Merger
Sub Inc., a Nevada corporation and a wholly owned subsidiary of Parent (“Merger Sub”), and AERKOMM Inc., a Nevada corporation
(the “Company”) (as it may be amended and/or restated from time to time, the “Merger Agreement”). Capitalized terms used in this subsection of the Current Report on Form 8-K, but not otherwise defined herein, have the meanings given
to them in the Merger Agreement.
Pursuant
to the Merger Agreement, the Company was obligated to enter into simple agreements for future equity (the “ SAFE Agreements ”)
with certain investors providing for investments in shares of the Company’s Common Stock in a private placement in an aggregate
amount of not less than $15,000,000 (such investments in the aggregate, the “ SAFE Investment ”). Previously, the Parent
and the Company entered into SAFE Agreements on August 12, 2024, December 4, 2024, June 9, 2025, July 23, 2025, September 5, 2025 and
October 23, 2025 for an aggregate of $8,997,200.
On July 20, 2026, Parent and
the Company entered into a new SAFE Agreement (the “SAFE Note Agreement No. 6”), and on August 6, 2026, Parent
and the Company entered into another SAFE Agreement (the “SAFE Note Agreement No. 7”). As
a result, as of the date that this Current Report on Form 8-K has been filed, SAFE Agreements for an aggregate of $13,000,000 have been
entered into. The SAFE Agreements will automatically convert upon the Closing of the Merger at $11.50 per share of Parent Common Stock.
If the SAFE Agreements automatically convert upon the Closing of the Merger, in addition to 1,130,435 of Parent Common Stock, the SAFE
Agreements are also convertible into an additional 94% of the number of shares of Parent Common Stock, or 1,062,609 shares to be held
in escrow subject to the same Milestone Events outlined in the Merger Agreement under the Incentive Merger Consideration (the “ Incentive
Shares ”) section.