M&A - Target Global Acquisition I Corp.

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Form Type: 425

Filing Date: 2025-05-08

Corporate Action: Merger

Type: New

Accession Number: 000121390025041081

Filing Summary: On May 8, 2025, Target Global Acquisition I Corp. announced that its board of directors approved a one-month extension for completing a business combination with VenHub Global, Inc., extending the termination date from May 9, 2025, to June 9, 2025. This extension is the sixth of six allowable monthly extensions as per the Company’s Articles of Association. The agreement regarding the business combination is expected to involve a registration statement on Form S-4 that includes a proxy statement/prospectus to be sent to shareholders. The document emphasizes the importance of reviewing these materials before making a voting decision, as they will contain critical information regarding the proposed transaction. The company participated in identifying potential risks related to the transaction, including the possibility of not completing the transaction on time, conditions that need to be met, potential legal proceedings, and operational disruptions.

Additional details:

Written Communications: true


Termination Date Extension: from May 9, 2025 to June 9, 2025


Extension Limit: six times


Company Name: Target Global Acquisition I Corp.


Proposed Transaction Acquiror: VenHub Global, Inc.


Proxy Statement Contained In: Form S-4


Emerging Growth Company: true


Form Type: 8-K

Filing Date: 2025-05-08

Corporate Action: Merger

Type: Update

Accession Number: 000121390025041075

Filing Summary: On May 8, 2025, Target Global Acquisition I Corp.'s Board of Directors approved an extension of the date for consummating a business combination from May 9, 2025, to June 9, 2025. This extension is part of the company's right to extend the Termination Date monthly, specifically for up to six months as outlined in its Amended and Restated Memorandum and Articles of Association. This document relates to a proposed merger transaction with VenHub Global, Inc. Target Global Acquisition I Corp. plans to file a registration statement on Form S-4 that will include a proxy statement/prospectus for the transaction, urging shareholders to read all relevant documents as they become available, as they will contain critical information regarding the merger. Participants in the solicitation include directors and officers from both companies, and potential risks associated with the merger process are noted, including regulatory approvals, market conditions, and overall business performance after the merger.

Additional details:

Termination Date Extension: from May 9, 2025 to June 9, 2025


Number Of Extensions: six


Related Company: VenHub Global, Inc.


Registration Statement Type: Form S-4


Proxy Statement Type: proxy statement/prospectus


Principal Executive Offices: Governor’s Square 23, Lime Tree Bay Avenue, Grand Cayman, KY1-1002, Cayman Islands


Form Type: 10-K

Filing Date: 2025-04-17

Corporate Action: Acquisition

Type: Update

Accession Number: 000121390025032956

Filing Summary: Target Global Acquisition I Corp. is a blank check company established for the purpose of effecting a merger, share exchange, or similar business combination. The most notable transaction discussed is the VenHub Business Combination, for which a definitive agreement was signed on December 2, 2024. The company secured a Trust Account with $219,194,512 from its IPO and subsequent over-allotment, ensuring financial capability for its business combination. The period for completing its initial business combination has been extended multiple times, with the latest extension allowing until December 9, 2024. As of the latest update, Target Global Acquisition I Corp. completed notable amendments to its Articles to facilitate these extensions. The document also outlines the share structure, with 7,128,431 Class A and 25,000 Class B ordinary shares outstanding as of April 16, 2025. Further, CIIG Management III LLC acquired substantial shares from the Original Sponsor, alongside agreements related to operating expenses and liabilities. The company has also disclosed its classification as a smaller reporting company and emerging growth company, and included various risks associated with its future prospects and potential developments.

Additional details:

Class A Shares Outstanding: 7128431


Class B Shares Outstanding: 25000


Trust Account Balance: 219194512


Initial Business Combination: VenHub Business Combination


Sponsor Shareholder Agreement: Original Sponsor sold 3,533,191 Class A and 17,500 Class B shares to CIIG III


Termination Date Extension: December 9, 2024


Ipo Gross Proceeds: 200000000


Trust Account Bank: J.P. Morgan Chase Bank, N.A.


Total Units Sold: 20400000


Warrant Exercise Price: 11.50


Form Type: 425

Filing Date: 2025-03-14

Corporate Action: Merger

Type: Update

Accession Number: 000121390025024188

Filing Summary: Target Global Acquisition I Corp. filed a report regarding its ongoing legal proceedings related to a Business Combination Agreement entered into on December 2, 2024, with VenHub Global, Inc. The litigation was initiated on February 21, 2025, seeking a temporary restraining order against VenHub to prevent it from terminating the agreement. The Delaware Chancery Court granted the restraining order on March 12, 2025, ensuring that the agreement remains effective while the court considers the case. The court has expedited the proceedings, with trial dates being considered for May and June 2025. This report also notes that the document serves as communication under Rule 425 of the Securities Act, and does not constitute an offer or solicitation for any securities related to the merger.

Additional details:

Item Date: 2024-12-02


Business Combination Agreement: Agreement and Plan of Merger


Litigation Date: 2025-02-21


Court: Delaware Court of Chancery


Restraining Order Date: 2025-03-12


Court Status: temporary restraining order granted


Trial Dates Considered: May and June 2025


Form Type: 8-K

Filing Date: 2025-03-14

Corporate Action: Merger

Type: Update

Accession Number: 000121390025024185

Filing Summary: On March 12, 2025, Target Global Acquisition I Corp. obtained a temporary restraining order from the Delaware Court of Chancery regarding its Business Combination Agreement with VenHub Global, Inc., preventing VenHub from terminating the agreement during ongoing litigation. The court's ruling ensures that the agreement remains effective while the legal proceedings are underway, with trial dates being considered for May and June 2025. The document outlines that this merger activity is part of Target Global Acquisition I Corp.'s plans to combine with VenHub, with further regulatory processes pending, including the filing of a registration statement with the SEC.

Additional details:

Date Of Event: 2025-03-12


Court: Delaware Court of Chancery


Case Number: C.A. No. 2025-0191-BWD


Business Combination Agreement: Agreement and Plan of Merger


Other Party: VenHub Global, Inc.


Trial Dates Considered: May and June 2025


Form Type: 425

Filing Date: 2025-03-07

Corporate Action: Acquisition

Type: New

Accession Number: 000121390025021832

Filing Summary: On March 7, 2025, Target Global Acquisition I Corp. announced that its board of directors approved an extension of the Termination Date for consummating a business combination with VenHub Global, Inc. from March 9, 2025, to April 9, 2025, marking the fourth of a potential six one-month extensions. This extension is part of the terms outlined in the Company's Amended and Restated Memorandum and Articles of Association dated December 8, 2021, which allows such extensions. The Company plans to file a registration statement on Form S-4, which will include a proxy statement/prospectus regarding the proposed transaction, urging shareholders to review these documents for important details. The document also highlights the risks and uncertainties associated with the proposed transaction.

Additional details:

Termination Date: 2025-04-09


Extension Number: 4


Business Combination Partner: VenHub Global, Inc.


Company Address: PO Box 10176, Governor’s Square 23, Lime Tree Bay Avenue, Grand Cayman, KY1-1002, Cayman Islands


Contact Phone: (212) 796-4796


Form Type: 8-K

Filing Date: 2025-03-07

Corporate Action: Merger

Type: Update

Accession Number: 000121390025021828

Filing Summary: Target Global Acquisition I Corp. has extended the date by which it must consummate a business combination from March 9, 2025, to April 9, 2025. This extension is the fourth of six allowed extensions under the company's Memorandum and Articles of Association. The document also pertains to a proposed transaction with VenHub Global, Inc., detailing that no securities will be offered until registration. Furthermore, shareholders are encouraged to review relevant filings and statements related to the proposed merger as they will contain important information regarding the transaction.

Additional details:

Termination Date: 2025-04-09


Extension Count: 4


Max Extension Date: 2025-06-09


Proposed Acquirer: VenHub Global, Inc.


Form Type: 425

Filing Date: 2025-02-07

Corporate Action: Acquisition

Type: Update

Accession Number: 000121390025011343

Filing Summary: Target Global Acquisition I Corp. has filed a Form 8-K to report that its board of directors has approved an extension of the termination date for a business combination with VenHub Global, Inc. from February 9, 2025, to March 9, 2025. This extension, the third of a maximum of six possible extensions, is enabled by the company’s Articles of Association, which allow monthly extensions up to a total of six months from a previous deadline. A registration statement on Form S-4 will be filed by VenHub and Target Global Acquisition I Corp. which will include a proxy statement/prospectus for shareholders regarding the proposed merger. Investors are advised to read all regulatory documents that will provide important information regarding the transaction, including risks and uncertainties associated with the deal and the immediate impact on the companies involved.

Additional details:

S Ec Company Name: Target Global Acquisition I Corp.


S Target Company Name: VenHub Global, Inc.


S Business Combination Deadline: March 9, 2025


S Maximum Extensions: 6


S Current Extension Number: 3


Form Type: 8-K

Filing Date: 2025-02-07

Corporate Action: Merger

Type: Update

Accession Number: 000121390025011339

Filing Summary: On February 7, 2025, Target Global Acquisition I Corp. (the 'Company') reported that its board approved an extension of the business combination termination date from February 9, 2025, to March 9, 2025. This extension is part of the Company's Articles which allow a maximum of six one-month extensions, of which this is the third. The document also references a proposed transaction with VenHub Global, Inc. and outlines that a registration statement on Form S-4 will be filed, which will include a proxy statement/prospectus to be sent to all shareholders.

Additional details:

Termination Date Extended To: 2025-03-09


Total Extensions Used: 3


Total Possible Extensions: 6


Proposed Transaction With: VenHub Global, Inc.


Form Type: 425

Filing Date: 2025-01-14

Corporate Action: Merger

Type: New

Accession Number: 000119312525005492

Filing Summary: Target Global Acquisition I Corp., a special purpose acquisition company (SPAC), is proposed to merge with VenHub Global, Inc., which has launched its first fully autonomous Smart Store in North Hollywood, California. This store operates 24/7 without on-site staff and utilizes advanced robotics and AI for product handling, inventory management, and overall retail experience. VenHub aims to transform the retail landscape with its data-driven autonomous stores, planning a wider rollout in Southern California and nationwide. The merger transaction is intended to enhance VenHub's capabilities and business expansion. A registration statement on Form S-4 will be filed regarding this transaction, which will include a proxy statement/prospectus sent to all shareholders for their voting decision. VenHub's CEO expressed gratitude to stakeholders and mentioned significant demand and production scaling efforts. The document advises participants in the solicitation process and notes forward-looking statements regarding the merger's potential benefits and risks.

Additional details:

Subject Company: Target Global Acquisition I Corp.


Acquiree Company: VenHub Global, Inc.


Website: https://tgacquisition1.com/


Contact Email: [email protected]


Contact Phone: 888-585-4999


Form Type: 425

Filing Date: 2025-01-10

Corporate Action: Merger

Type: Update

Accession Number: 000119312525004275

Filing Summary: On January 9, 2025, the board of directors of Target Global Acquisition I Corp. approved an extension of the deadline for consummating a business combination with Venhub Global, Inc. The new termination date is set for February 9, 2025. This represents the second of up to six allowed one-month extensions from the original termination date of January 9, 2025, based on the Company's Articles of Association. The Company also announced its intent to file a registration statement on Form S-4 that will include a proxy statement/prospectus regarding the proposed business transaction with Venhub, and emphasized the importance of reading the relevant documents as they become available for shareholders. The document underscores potential risks and uncertainties related to the transaction, including completion timelines and various market factors.

Additional details:

Termination Date: 2025-02-09


Business Combination: Venhub Global, Inc.


Articles Amendments: ["2021-12-08","2023-06-02","2023-12-15","2024-07-10"]


Extensions Remaining: 4


Form Type: 8-K

Filing Date: 2025-01-10

Corporate Action: Acquisition

Type: Update

Accession Number: 000119312525004165

Filing Summary: On January 10, 2025, Target Global Acquisition I Corp. announced an extension of the deadline to consummate a business combination with Venhub Global, Inc. The board of directors approved the chief executive officer's request to extend the Termination Date from January 9, 2025, to February 9, 2025. This marks the second of six permitted extensions, allowing extensions on a monthly basis until June 9, 2025. Additional information is related to the upcoming proxy statement/prospectus filing with the SEC, which will detail the proposed transaction between Targets Global Acquisition I and Venhub Global, Inc. Investors are urged to review these documents when available as they will contain critical information about the proposed merger.

Additional details:

Termination Date: February 9, 2025


Previous Termination Date: January 9, 2025


Extension Granted: Second of six extensions


Proposed Company: Venhub Global, Inc.


Documents To Be Filed: Registration statement on Form S-4


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