GCL Asia signs agreement with RF Acquisition to go public via SPAC merger

Grand Centrex Limited announced that it, together with its subsidiaries and affiliated companies, has entered into a definitive business combination agreement with RF Acquisition Corp, a publicly traded special purpose acquisition company, and RF Dynamic LLC that will result in GCL Asia becoming a publicly listed company. Upon closing, the combined company is expected to be listed on Nasdaq under the reserved ticker symbol “GCL.” The combined company will continue to be led by Jacky See Wee Choo, Group Chairman of GCL, Sebastian Toke, Group CEO of GCL, and other key executive leadership members. GCL’s shareholders will retain a majority of the combined company’s outstanding shares, and GCL will designate a majority of director nominees for the combined company’s board. The Proposed Transaction gives GCL approximately $1.2B in pre-transaction equity value. The Proposed Transaction includes a minimum cash condition of $25,000,000 and is expected to result in GCL receiving gross proceeds of approximately $42.9M. The transaction has been approved by the Board of Directors of GCL and RF Acquisition, and its closing is expected to be in the second quarter of 2024, subject to shareholders’ approval and the satisfaction of customary closing conditions.