Four Leaf Acquisition Announces Merger Agreement with Xiaoyu Dida Interconnect International Limited

Four Leaf Acquisition Corporation (NASDAQ: FORLU) recently disclosed on December 15, 2024, its entry into an Agreement and Plan of Merger with Xiaoyu Dida Interconnect International Limited, a Cayman Islands-based entity, marking a significant development for the company.

The Merger Agreement involves a series of transactions, with Xiaoyu Dida forming wholly-owned subsidiaries, through which Four Leaf will be merged into these entities. Subsequent to these mergers, Xiaoyu Dida will become the ultimate parent company, holding Four Leaf as a wholly-owned subsidiary. The Board of Directors at Four Leaf convened on December 17, 2024, determining that these transactions are in the best interest of the company and its shareholders. They endorsed and recommended the adoption of the Merger Agreement to the stockholders of Four Leaf.

The agreement outlines the conversion and treatment of Four Leaf securities post-merger, with shares of Class B Common Stock converting to Class A Common Stock and the detachment of Four Leaf Units into separate entities. Additionally, warrants held by Four Leaf will be transferred and converted into warrants to purchase Xiaoyu Dida’s Class A Ordinary Shares. These transactions are intended to streamline the consolidation process between the entities involved.

Certain standard representations and warranties have been included in the Merger Agreement, ensuring compliance with laws, financial statements, and various operational matters. The agreement also includes stipulations on pre-merger covenants and non-solicitation restrictions to maintain the integrity of the merger process.

Completion of the merger is subject to several conditions, including receiving approval from Four Leaf stockholders and Xiaoyu Dida shareholders, as well as regulatory approvals. The Companies anticipate filing a registration statement with the SEC.

In a somber turn of events, the Board of Four Leaf regretfully announced the sudden passing of Mr. Angel Orrantia, Director and former CEO, on December 15, 2024. To address this loss, Mr. Bala Padmakumar, the current Chairman of the Board, was appointed as the interim CEO, bringing a broad entrepreneurial and technological background to the role.

The disclosure contains forward-looking statements concerning the proposed transaction, cautioning investors against relying solely on these projections due to the inherent risks and uncertainties involved. It provides crucial information for investors and stockholders regarding the transaction timeline, related agreements, and participant details.

Four Leaf and Xiaoyu Dida are devoted to adhering to these obligations and ensuring operational continuity through this transition. Further information on the proposed transaction will be made available through SEC filings and other official channels.

This article was generated by an automated content engine and was reviewed by a human editor prior to publication. For additional information, read Four Leaf Acquisition’s 8K filing here.

Four Leaf Acquisition Company Profile

Four Leaf Acquisition Corporation does not have significant operations. The company intends to effect a merger, capital stock exchange, asset acquisition, stock purchase, reorganization, or related business combination with one or more businesses. It intends to acquire the Internet of Things business.