GIG · GigCapital7 Corp.

GigCapital7's latest 8-K discloses critical pre-closing arrangements to minimize redemptions and stabilize post-merger ownership ahead of its May 7, 2026 Extraordinary Meeting approving the Business Combination with Hadron Energy, Inc. The additional Non-Redemption Agreements expand prior commitments from May 1, securing 200,000 more Class A Ordinary Shares (total 2,000,000) from Public Stockholders who waive redemption rights, subject to the 9.99% ownership cap. This directly reduces cash outflows from the Trust Account at Closing, preserving capital for Hadron's operations in micro modular reactor technology. Concurrently, the Forward Purchase Agreement with certain investors (Seller) covers up to 546,219 Shares, structured as an OTC Equity Prepaid Forward compliant with tender offer rules including Rule 14e-5. GigCapital7 (pre-Closing Counterparty) prepays Seller from Trust proceeds at the Redemption Price, effectively locking Shares for six months post-Closing while allowing sales above $12.00/share, which trigger early termination payments back to the company at the Initial Price. Seller's redemption waiver further bolsters trust cash retention. The Proxy Supplement ensures shareholder transparency without altering the meeting schedule or proposals. These agreements signal strong backing for the transaction, where GigCapital7 redomiciles to Delaware, merges Target into Merger Sub, and rebrands as Hadron Energy, Inc., potentially enhancing perceived deal strength by curbing redemptions.