Form F-4

Global Star Acquisition Inc. and K Enter Announce Public Filing of Registration Statement on Form F-4 in Connection with Proposed Business Combination

Retrieved on: 
Tuesday, March 26, 2024

On June 15, 2023, K Enter entered into a definitive business combination agreement with Global Star.

Key Points: 
  • On June 15, 2023, K Enter entered into a definitive business combination agreement with Global Star.
  • This transaction will result in K Enter becoming a public company and will trade on the Nasdaq Stock Exchange (“NASDAQ”).
  • The registration statement on Form F-4 includes a preliminary prospectus with respect to the proposed business combination between Global Star and K Enter.
  • While the registration statement on Form F-4 has not yet become effective and the information contained therein is subject to change, it provides important information about K Enter and the proposed business combination with Global Star.

Keyarch Acquisition Corporation Announces Extraordinary General Meeting of Shareholders to Vote on Proposed Business Combination With Zooz Power Ltd.; Form F-4 Declared Effective

Retrieved on: 
Tuesday, March 19, 2024

Keyarch’s board of directors unanimously recommends that Keyarch shareholders vote “FOR” all of the proposals to be voted upon at the extraordinary general meeting, including approval of the proposed business combination and definitive agreement.

Key Points: 
  • Keyarch’s board of directors unanimously recommends that Keyarch shareholders vote “FOR” all of the proposals to be voted upon at the extraordinary general meeting, including approval of the proposed business combination and definitive agreement.
  • Keyarch shareholders of record at the close of business on March 18, 2024 (the “Record Date”) will be entitled to vote at the extraordinary general meeting.
  • Keyarch will commence mailing the definitive proxy statement/prospectus and related materials to such shareholders on or about March 20, 2024.
  • The registration statement on Form F-4 of ZOOZ, declared effective by the SEC on March 18, 2024, serves as both a proxy statement of Keyarch (for the extraordinary general meeting of Keyarch shareholders) and as a prospectus (registering ZOOZ shares to be issued under the definitive agreement).

two and LatAm Logistic Properties, S.A. Announce Effectiveness of Registration Statement on Form F-4 in Connection with Business Combination

Retrieved on: 
Wednesday, March 13, 2024

The Registration Statement can be accessed on the SEC’s website at www.sec.gov .

Key Points: 
  • The Registration Statement can be accessed on the SEC’s website at www.sec.gov .
  • The Proxy Statement/Prospectus will contain a proxy card relating to the extraordinary general meeting of TWOA’s shareholders (the “Extraordinary General Meeting”).
  • Additional details on the proposed Business Combination can be found in the original announcement from August 15, 2023, linked here .
  • BTG Pactual acted as financial advisor to LLP in the business combination and sole placement agent on the PIPE.

COFFEE HOLDING CO., INC. ANNOUNCES SPECIAL MEETING OF STOCKHOLDERS TO VOTE ON PROPOSED BUSINESS COMBINATION WITH DELTA CORP HOLDINGS LIMITED; FORM F-4 DECLARED EFFECTIVE

Retrieved on: 
Thursday, March 7, 2024

As previously announced, the proposed business combination provides that Coffee Holding and Delta will each become wholly owned subsidiaries of a newly created holding company incorporated under the laws of the Cayman Islands (“Pubco”).

Key Points: 
  • As previously announced, the proposed business combination provides that Coffee Holding and Delta will each become wholly owned subsidiaries of a newly created holding company incorporated under the laws of the Cayman Islands (“Pubco”).
  • Coffee Holding’s board of directors unanimously recommends that Coffee Holding stockholders vote “FOR” all of the proposals to be voted upon at the special meeting, including approval of the proposed business combination and definitive agreement.
  • Coffee Holding stockholders of record at the close of business on February 20, 2024 will be entitled to vote at the special meeting.
  • Coffee Holding will commence mailing the definitive proxy statement/prospectus and related materials to its stockholders of record on or about March 7, 2024.

Webull Corporation, a Leading Digital Investment Platform, to Publicly List Through Business Combination with SK Growth Opportunities Corporation (NASDAQ: SKGR)

Retrieved on: 
Wednesday, February 28, 2024

Webull is a leading digital investment platform built upon a next-generation, global infrastructure.

Key Points: 
  • Webull is a leading digital investment platform built upon a next-generation, global infrastructure.
  • Webull launched in the United States in 2018 and has since expanded to Asia Pacific, Europe and Latin America.
  • Today, the Webull App has been downloaded more than 40 million times and has 20 million registered users globally.
  • "The business combination with SK Growth marks a significant milestone for Webull.

Webull Corporation, a Leading Digital Investment Platform, to Publicly List Through Business Combination with SK Growth Opportunities Corporation (NASDAQ: SKGR)

Retrieved on: 
Wednesday, February 28, 2024

Webull is a leading digital investment platform built upon a next-generation, global infrastructure.

Key Points: 
  • Webull is a leading digital investment platform built upon a next-generation, global infrastructure.
  • Webull launched in the United States in 2018 and has since expanded to Asia Pacific, Europe and Latin America.
  • Today, the Webull App has been downloaded more than 40 million times and has 20 million registered users globally.
  • "The business combination with SK Growth marks a significant milestone for Webull.

ClimateRock and GreenRock Announce Filing of a Registration Statement in Connection with Proposed Business Combination

Retrieved on: 
Monday, January 29, 2024

Upon the closing of the business combination between ClimateRock and GreenRock contemplated by the Business Combination Agreement (the “Business Combination”), a holding company that will own both ClimateRock and GreenRock (“Pubco”) is expected to be listed on the Nasdaq Stock Market (“Nasdaq”) and will be led by Per Regnarsson, the Chief Executive Officer of both GreenRock and ClimateRock.

Key Points: 
  • Upon the closing of the business combination between ClimateRock and GreenRock contemplated by the Business Combination Agreement (the “Business Combination”), a holding company that will own both ClimateRock and GreenRock (“Pubco”) is expected to be listed on the Nasdaq Stock Market (“Nasdaq”) and will be led by Per Regnarsson, the Chief Executive Officer of both GreenRock and ClimateRock.
  • The terms of the Business Combination Agreement were negotiated by a fully-empowered special committee of independent directors of ClimateRock’s board of directors.
  • Per Regnarsson, Chief Executive Officer of GreenRock, commented, “The Business Combination will allow GreenRock to join forces with a strategic partner equally committed to shaping a sustainable future.
  • The description of the Business Combination provided here is only a summary and should be considered as qualified in its entirety by the Business Combination Agreement.

Hunch Mobility, a Leading Provider of Urban Air Mobility in the Indian Subcontinent, Enters Into Business Combination Agreement With Direct Selling Acquisition Corp.

Retrieved on: 
Thursday, January 18, 2024

FlyBlade (India) Private Limited (“Hunch Mobility” or the “Company”), a leading provider of urban air mobility in the Indian subcontinent, has entered into a definitive business combination agreement with Direct Selling Acquisition Corp. (“DSAQ”) (NYSE: DSAQ), a special purpose acquisition company, and certain other parties thereto.

Key Points: 
  • FlyBlade (India) Private Limited (“Hunch Mobility” or the “Company”), a leading provider of urban air mobility in the Indian subcontinent, has entered into a definitive business combination agreement with Direct Selling Acquisition Corp. (“DSAQ”) (NYSE: DSAQ), a special purpose acquisition company, and certain other parties thereto.
  • The firm’s captive strategic infrastructure and sophisticated technology platform are designed to be customized and deployed for Indian operations.
  • This press release relates to the proposed business combination involving DSAQ, Hunch Mobility, PubCo, Aeroflow Urban Air Mobility Private Limited (“IndiaCo”) and HTL Merger Sub LLC (“Merger Sub”).
  • The proposed business combination will be implemented solely pursuant to the Business Combination Agreement, which contains the full terms and conditions of the proposed business combination.

$572 Million Business Combination Between Braiin and Northern Revival Acquisition Corporation (Nasdaq: NRAC) Has Been Proposed and Form F-4 Jointly Filed With SEC

Retrieved on: 
Tuesday, January 9, 2024

The Registration Statement was filed by Braiin Holdings Ltd. (“Braiin Holdings”), a newly formed entity that will serve as the combined publicly-traded entity following the closing of the proposed business combination.

Key Points: 
  • The Registration Statement was filed by Braiin Holdings Ltd. (“Braiin Holdings”), a newly formed entity that will serve as the combined publicly-traded entity following the closing of the proposed business combination.
  • On January 2, 2024, NRAC and Braiin filed the Registration Statement.
  • The agreements with Exato and Nisus are contingent upon the closing of the business combination.
  • The business combination between Braiin and NRAC is expected to be completed in the first quarter of 2024, according to a statement.

LatAm Logistic Properties S.A. and two Announce Public Filing of Registration Statement on Form F-4 in Connection with Proposed Business Combination

Retrieved on: 
Tuesday, December 12, 2023

The registration statement was filed by Logistic Properties of the Americas, a newly-formed holding company (“Pubco”), in connection with LLP and TWOA’s proposed business combination.

Key Points: 
  • The registration statement was filed by Logistic Properties of the Americas, a newly-formed holding company (“Pubco”), in connection with LLP and TWOA’s proposed business combination.
  • On August 15, 2023, LLP and TWOA entered into a definitive business combination agreement that would result in LLP becoming a publicly traded company.
  • As a result of the business combination, LLP and TWOA shareholders will exchange their shares for shares in Pubco.
  • A copy of the registration statement is available for review on the SEC's website at www.sec.gov.