Financials

Globa Terra Announces Definitive Nature’s Ledger Agreement Ahead of November 9 Extension Vote

Globa Terra Acquisition Corporation has entered into a definitive agreement with Nature’s Ledger Inc. for a proposed business combination that remains subject to approvals, financing and other closing conditions.

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Globa Terra Acquisition Corporation has entered into a definitive Business Combination Agreement with Nature’s Ledger Inc., establishing the framework for a proposed transaction between the two companies. The agreement was dated November 8, 2026, but completion remains subject to regulatory and shareholder approvals, financing requirements and other customary closing conditions.

The announcement comes ahead of Globa Terra’s extraordinary general meeting on November 9, 2026, at 10:00 a.m. Eastern Time. Shareholders will vote on a proposal to extend the company’s business-combination period.

#Proposed Nature’s Ledger combination

Under the agreement, Globa Terra and Nature’s Ledger intend to create a publicly traded company that would operate under the Nature’s Ledger name. The transaction framework gives Nature’s Ledger an indicated pre-money equity value of approximately $323.8 million, subject to adjustments under the agreement.

The proposed transaction also includes private investment in public equity, or PIPE, financing. The parties said they will continue work on regulatory filings, shareholder approvals, financing activities and other requirements needed before closing. Further terms and customary closing conditions apply.

Nature’s Ledger is based in Alberta and operates in carbon markets, environmental attributes and related services. Its activities include developing, verifying, aggregating, registering and commercialising carbon credits and environmental attributes, along with advisory and measurement, reporting and verification services.

#November 9 extension proposal

If shareholders approve the Extension Proposal, Globa Terra’s sponsor, affiliates or designees will deposit $0.03 for each public share outstanding as of the November 9 meeting into the trust account. The payment is to be made within two business days following the meeting and before extension-related redemptions are processed.

The contribution is conditional on approval of the Extension Proposal and funding of the required amount. It would apply to eligible public shares outstanding at the meeting, including shares held by investors who vote for or against the proposal, abstain or later elect to redeem. If the Extension Proposal is not approved, the contribution will not be made.

After the initial extension through November 9, 2026, Globa Terra’s Board of Directors may elect up to eight additional one-month extensions. These extensions could move the business-combination deadline through July 9, 2027.

For each additional month elected by the Board, the sponsor, affiliates or designees would deposit the lesser of $0.04 per remaining, non-redeemed public share or $50,000 in aggregate for the applicable month. These additional payments would benefit public shares that remain outstanding after the extension-related redemption process.

#Redemption rights and transaction risks

Public shareholders retain redemption rights under Globa Terra’s definitive proxy statement and governing documents. If the Extension Proposal is approved and the initial contribution is funded, shareholders choosing redemption will receive their proportionate share of the trust account, including the applicable initial extension contribution.

The proposed business combination could be delayed or not completed if the Extension Proposal is rejected, required contributions are not funded, financing is not obtained or required approvals are not received. The companies also identified other risks connected with the proposed transaction, including the need to satisfy additional closing requirements.

#Globa Terra securities and next steps

Globa Terra’s securities trade on Nasdaq under the symbols GTER, GTERU, GTERW and GTERR. The company has urged shareholders to vote for the Extension Proposal and to review its definitive proxy statement for information on voting procedures, redemption rights and associated risks.

Globa Terra and Nature’s Ledger expect to prepare and file or furnish further transaction disclosure documents with the Securities and Exchange Commission and other relevant regulatory authorities. Globa Terra said future updates will be provided through public disclosures.

#Key Takeaways

  • Globa Terra entered into a definitive agreement with Nature’s Ledger on November 8, 2026, for a proposed business combination.
  • The transaction would result in a publicly traded company operating under the Nature’s Ledger name and includes an indicated pre-money equity value of approximately $323.8 million, subject to adjustments.
  • Shareholders are scheduled to vote on the Extension Proposal on November 9, 2026, at 10:00 a.m. Eastern Time.
  • If approved and funded, the initial trust contribution would be $0.03 for each public share outstanding as of the meeting.
  • The transaction remains subject to approvals, financing requirements and other closing conditions, and may be delayed or not completed.

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