M&A - Evergreen Merger Corp

Form Type: F-4/A

Filing Date: 2025-03-21

Corporate Action: Merger

Type: Update

Accession Number: 000149315225011061

Filing Summary: Evergreen Merger Corporation filed an amendment to its registration statement under the Securities Act of 1933, designated as Amendment No. 6 to Form F-4. This filing is related to a proposed business combination with Forekast Limited, involving a two-step process comprising a Reincorporation Merger followed by an Acquisition Merger. The Reincorporation Merger will allow Evergreen to merge with its wholly-owned subsidiary, Evergreen Merger Corporation, in the Cayman Islands, thus retaining PubCo as the surviving entity. Following this, Merger Sub, a subsidiary of PubCo, will merge with Forekast, making Forekast a wholly-owned subsidiary of PubCo. The total consideration for the Acquisition Merger is estimated at $105 million, to be paid with 10.5 million ordinary shares valued at $10 per share. Shareholder approval is sought for this merger and related proposals at an extraordinary general meeting.

Document Link: View Document

Form Type: F-4/A

Filing Date: 2025-03-11

Corporate Action: Merger

Type: Update

Accession Number: 000149315225009856

Filing Summary: This document serves as Amendment No. 5 to the Form F-4 registration statement for Evergreen Merger Corporation. The purpose of this filing is to facilitate a merger between Evergreen Merger Corporation and Forekast Limited, a British Virgin Islands registered company. The merger, set to proceed through a two-step process—the Reincorporation Merger and the Acquisition Merger—will result in Forekast becoming a wholly owned subsidiary of Evergreen Merger Corporation. The total consideration for the merger is outlined as $105,000,000, to be paid in the form of 10,500,000 newly issued ordinary shares valued at $10.00 per share. The document also contains details regarding the extraordinary general meeting planned for shareholders, where they will vote on various proposals, including approval of the Merger Agreement and related proposals. Registration information and contact details of agents for service are included.

Document Link: View Document

Form Type: F-4/A

Filing Date: 2025-02-11

Corporate Action: Merger

Type: Update

Accession Number: 000149315225005916

Filing Summary: On February 11, 2025, Evergreen Merger Corp filed an amendment to Form F-4 related to its ongoing merger process. The document outlines the terms of the merger agreement, including the exchange ratio of shares and the timeline for the expected closing of the merger. Key highlights include the unanimous approval from the board of directors and the potential benefits that will emerge from this transaction, such as increased market share and enhanced operational efficiencies. The filing also discloses the regulatory approvals required before the merger can be finalized and discusses the strategic rationale behind the merger. Furthermore, it mentions the financial projections post-merger and provides insights into the future direction of the combined entity.

Document Link: View Document

Form Type: F-4/A

Filing Date: 2025-01-02

Corporate Action: Merger

Type: Update

Accession Number: 000149315225000016

Filing Summary: This document represents Amendment No. 3 to the Form F-4 registration statement filed by Evergreen Merger Corporation. The registration is intended for a proposed sale of securities in connection with a merger agreement. The approximate date for the commencement of the proposed sale will occur as soon as practicable after the registration statement becomes effective and upon the satisfaction or waiver of all conditions outlined in the merger agreement. The registrant is classified as an emerging growth company under the Securities Act, indicating it qualifies for certain regulatory exemptions and streamlined requirements during its reporting period. The filing includes details regarding the company’s address, contact information for the agent, and other pertinent legal representations regarding the offering. This amendment is part of the ongoing registration process under the Securities Act of 1933, which requires disclosure of significant financial and operational data related to the proposed merger.

Document Link: View Document