As previously disclosed, on June 28, 2022, SK Growth Opportunities Corporation (the “Company”) consummated its initial public offering (“IPO”) of 20,000,000 units (the “Units”). Each Unit consists of one Class A ordinary share of the Company, par value $0.0001 per share (the “Class A Ordinary Shares”), and one-half of one redeemable warrant of the Company (the “Public Warrants”), each whole Public Warrant entitling the holder thereof to purchase one Class A Ordinary Share at an exercise price of $11.50 per share, subject to adjustment. The Units were sold at a price of $10.00 per unit, generating gross proceeds to the Company of $200,000,000. Upon consummation of the IPO, the aggregate net proceeds of $205,000,000, or $10.25 per Class A Ordinary Share, were placed into the trust account established at the time of the Company’s IPO for the benefit of the Company’s public shareholders and the underwriter with Continental Stock Transfer & Trust Company acting as trustee (the Trust Account”). In connection with the IPO, the underwriters were granted a 45-day option from the date of the prospectus (the “Over-Allotment Option”) to purchase up to 3,000,000 additional Units at the public offering price to cover over-allotments (the “Over-Allotment Units”), if any.
Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement or a Registrant.
In connection with the Over-Allotment Exercise (as defined below), the Company issued a promissory note (the “Note”), dated July 20, 2022, to Auxo Capital Managers LLC (the “Sponsor”). The Note has a principal balance of $240,000 and bears no interest. The Note will mature upon the consummation of the Company’s initial business combination. The proceeds of the Note were used to fund the Trust Account in connection with the exercise of the Over-Allotment Exercise, as discussed below.
The above description of the Note is qualified in its entirety by reference to the full text of the applicable agreement, which is incorporated by reference herein and filed herewith as Exhibit 10.1.
Item 3.02. Unregistered Sales of Equity Securities.
The disclosure set forth below in Item 8.01 of this Current Report on Form 8-K regarding the Private Placement Warrants (as defined below) is incorporated by reference herein.
Item 8.01. Other Events.
On July 18, 2022, the underwriters provided notice of the partial exercise of the Over-Allotment Option to purchase an additional 960,000 Over-Allotment Units (the “Over-Allotment Exercise”). On July 20, 2022, the Over-Allotment Units were sold at an offering price of $10.00 per Over-Allotment Unit, generating aggregate additional gross proceeds of $9,600,000 to the Company. Substantially concurrently with the closing of the Over-Allotment Exercise, the Company completed the private placement of 192,000 warrants (the “Private Placement Warrants”) to the Sponsor at a purchase price of $1.00 per Private Placement Warrant, generating gross proceeds to the Company of $192,000 (the “Private Placement”). The terms of the Private Placement Warrants are consistent with the private placement warrants issued in connection with the IPO.
The aggregate net proceeds of $9,840,000, or $10.25 per Class A Ordinary share, from the Over-Allotment Exercise, the Overfunding Loan and the Private Placement were placed into the Trust Account for the benefit of the Company’s public shareholders and the underwriter.
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