Integrated Rail adjusts terms in merger deal

Integrated Rail & Resources Acquisition Corp. (OTC Pink:IRRXU) has entered a waiver agreement regarding its planned merger with Uinta Infrastructure Group Corp. and related entities, as disclosed in a recent SEC filing dated April 30, 2025. The waiver amends the original Merger Agreement from August 12, 2024, which required the shares of Holdings Class A Common Stock and Holdings Public Warrants to be approved for listing on a National Exchange. The new waiver extends this condition for an additional 90 days post-closing.

Should the company fail to list the shares on a National Exchange within the waiver period, Integrated Rail has committed to monthly payments of $120,000 to the Company until either a total of four million dollars is paid or the shares are listed, whichever comes first.

The press release highlights the ongoing process to finalize the merger, which includes a proxy statement/prospectus to be sent to all Integrated Rail stockholders. The document will provide essential information about the transaction and will be filed with the SEC as part of a registration statement on Form S-4.

This move comes as part of the broader efforts by Integrated Rail and its partners to navigate the regulatory and logistical challenges of completing the merger. The company has emphasized that the waiver does not represent an offer to sell or a solicitation of an offer to buy any securities. The finalization of the merger remains subject to approval by Integrated Rail stockholders and regulatory clearances.

The information in this article is based on a press release statement and should be considered forward-looking, subject to risks, uncertainties, and assumptions that could cause actual results to differ materially from those projected.

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