Globa Terra Revises Extension Proposal Ahead of November 9 Shareholder Vote
Globa Terra Acquisition Corporation has amended its proposed business-combination extension, including a conditional $0.03 payment for every public share outstanding at its November 9 meeting. The company is also pursuing a proposed Nature's Ledger transaction that remains based on a nonbinding Letter of Intent.
Globa Terra Acquisition Corporation has revised its proposed extension plan ahead of a November 9, 2026 shareholder meeting, offering a conditional $0.03 payment for each public share outstanding on the meeting date. The payment would apply to shares later redeemed as well as those that remain outstanding, but only if the Extension Proposal receives the required approval and the funds are deposited.
The plan would initially move Globa Terra's business-combination deadline from October 9, 2026 to November 9, 2026. If shareholders approve the proposal, the sponsor, its affiliates or designees would be required to place $0.03 for each public share in the Trust Account within two business days after the meeting and before extension-related redemptions are processed.
The initial payment would be triggered solely by approval of the Extension Proposal at the required threshold, rather than by the way any individual shareholder votes. Every public share outstanding on the meeting date would participate, regardless of whether its holder voted and regardless of whether the share was subsequently redeemed. If the proposal is not approved, the Initial Extension Payment would not be made.
Based on the 17,499,550 public shares identified in the amended proxy materials, the company said the aggregate payment would be approximately $524,987. Shareholders choosing redemption would receive their pro rata portion of the Trust Account, including the additional $0.03 per share, subject to the procedures and deadlines in the proxy materials.
After the initial period, Globa Terra's Board could, at its sole discretion, extend the combination period for up to eight (8) additional one-month periods. The proposed schedule would allow extensions through July 9, 2027.
For each additional period, the sponsor, its affiliates or designees would have to deposit the lesser of $0.04 for each public share that has not been redeemed or $50,000 for the applicable month. These contributions would benefit only public shares remaining after the extension-related redemption process. The required deposits would continue until the earliest of the date of the extraordinary general meeting held for a business-combination vote, the Extended Date, or the date on which the Board decides in its sole discretion to stop pursuing a business combination.
When more than 1,250,000 public shares remain, the $50,000 monthly cap would apply, resulting in a contribution below $0.04 per share. Public shareholders would retain the right to redeem under the amended proxy procedures and applicable deadlines, whether or not they support the Extension Proposal.
The sponsor has indicated that it intends to fund the proposed deposits if the extension is approved, but it has not entered into a binding agreement to make the initial payment or the later monthly contributions. Approval of the extension would not guarantee any payment unless the applicable funds are deposited.
Globa Terra said a previously contemplated $1,749,955 contribution for a three-month extension was not made. As a result, no extension was completed through that existing paid-extension mechanism. The company has instead sought approval for a structure based on shorter monthly periods, lower aggregate funding requirements and an initial payment that would include shares later redeemed.
Globa Terra also provided an update on its proposed business combination with Nature's Ledger Inc. The parties signed a nonbinding Letter of Intent on October 7, 2026, and have continued discussions covering transaction structure, due diligence, financing and definitive documentation.
Nature's Ledger is developing a platform focused on natural assets, environmental markets and blockchain-enabled real-world asset tokenization, with potential applications involving carbon credits, biodiversity, agriculture, soil and water.
The parties are working toward executing and announcing a definitive Business Combination Agreement at or around the November 9 shareholder meeting, subject to completion of negotiations, due diligence and required approvals. No definitive BCA has been executed. The proposed Nature's Ledger transaction remains subject to negotiation and is based on a nonbinding Letter of Intent, and Globa Terra said there can be no assurance that an agreement will be signed by November 9 or thereafter.
Globa Terra said it received a Staff Delisting Determination from Nasdaq on October 16, 2026, after failing to complete a business combination within the applicable period specified in its initial public offering registration statement.
The company has engaged specialized legal counsel and is pursuing available options under Nasdaq's hearing and appeal procedures. Approval of the proposed extension would not, by itself, cure the listing deficiency or guarantee continued listing.
The extraordinary general meeting is scheduled for November 9, 2026. Shareholders will vote on the Extension Proposal and a related Adjournment Proposal. Approval of the Extension Proposal requires a special resolution representing at least two-thirds of the votes cast by shareholders entitled to vote and voting at the meeting.
Globa Terra's Board recommends that shareholders vote in favour of the Extension Proposal. The company has said shareholders should review the proxy materials before making voting or redemption decisions.
Globa Terra is seeking approval to extend its business-combination period from October 9, 2026 to November 9, 2026.
If approved and funded, every public share outstanding at the meeting would receive a $0.03 payment, including shares later redeemed.
The Board could elect up to eight (8) additional one-month extensions, with each requiring the lesser of $0.04 per unredeemed public share or $50,000.
The proposed Nature's Ledger transaction remains subject to negotiation and is based on a nonbinding Letter of Intent; no definitive BCA has been executed.
Nasdaq issued a Staff Delisting Determination on October 16, 2026, and approval of the extension would not guarantee continued listing.
Globa Terra Acquisition Corporation announced a revised proposal to extend its business-combination period, initially by one month from October 9, 2026 to November 9, 2026, with an initial payment of $0.03 per public share if the proposal is approved and the payment is funded. The proposal would also allow the Board to elect up to eight (8) additional one-month extensions through July 9, 2027, subject to further contributions.
Globa Terra Acquisition Corporation announced the update on October 26, 2026. The announcement covered the amended extension proposal, the November 9, 2026 extraordinary general meeting and progress towards a proposed business combination with Nature's Ledger.
If the Extension Proposal is approved, the sponsor, its affiliates or designees would deposit $0.03 for each Public Share in issue as of the date of the meeting into the Trust Account within two business days following the meeting and before extension-related redemptions. The payment is conditional on approval of the Extension Proposal and funding being obtained; if the proposal is not approved, no Initial Extension Payment would be made.
Yes, every Public Share in issue as of the meeting would participate in the Initial Extension Payment, including shares that are subsequently redeemed. Redeeming Public Shareholders would receive their pro rata portion of the Trust Account, including the additional $0.03 per share, subject to the procedures and deadlines in the amended proxy materials.
No, the initial payment would not depend on how an individual shareholder votes. It would benefit every Public Share in issue as of the meeting, whether or not the holder voted and whether or not the share was subsequently redeemed, provided the Extension Proposal is approved and the payment is funded.
For each additional one-month extension elected by the Board after November 9, the sponsor, its affiliates or designees would be required to deposit the lesser of $0.04 per Public Share that has not been redeemed or $50,000 for the applicable month. These contributions would benefit only public shares remaining outstanding after the extension-related redemption process, and the actual amount per remaining share would depend on the number of public shares outstanding.
When more than 1,250,000 public shares remain, the $50,000 monthly cap would apply. The resulting contribution would therefore be below $0.04 per share, according to the announcement.
Globa Terra Acquisition Corporation said the previously contemplated $1,749,955 contribution for a three-month extension was not made, so no extension under that existing paid-extension mechanism was effected. The Company instead sought approval for an amended structure based on shorter monthly periods, lower aggregate funding requirements and an initial payment benefiting redeeming and non-redeeming shareholders.
The proposed Nature's Ledger transaction remains based on a nonbinding Letter of Intent, and no definitive Business Combination Agreement has been executed. The parties have continued discussions on transaction structure, due diligence, financing and definitive documentation, subject to negotiations, due diligence and required approvals.
Globa Terra Acquisition Corporation said the parties are working towards executing and announcing a definitive Business Combination Agreement at or around the November 9 shareholder meeting. The Company also said there can be no assurance that an agreement will be executed by November 9 or thereafter.
Nature's Ledger is developing a platform focused on natural assets, environmental markets and blockchain-enabled real-world asset tokenisation. The announcement identifies potential applications associated with carbon credits, biodiversity, agriculture, soil and water.
Globa Terra Acquisition Corporation said it received a Staff Delisting Determination from Nasdaq on October 16, 2026, following its failure to complete a business combination within the applicable period specified in its initial public offering registration statement. The Company has engaged specialised legal counsel and is pursuing available options under Nasdaq's hearing and appeal procedures; approval of the proposed extension would not by itself cure the listing deficiency or guarantee continued listing.
At the extraordinary general meeting scheduled for November 9, 2026, shareholders will vote on the Extension Proposal and the related Adjournment Proposal. The Extension Proposal requires approval by special resolution representing at least two-thirds of the votes cast by shareholders entitled to vote and voting at the meeting.
Globa Terra Acquisition Corporation's securities are identified in the announcement as trading on Nasdaq under the ticker symbols Nasdaq:GTER, GTERU, GTERW and GTERR.
Globa Terra Acquisition Corporation is a special purpose acquisition company formed to effect a merger, share exchange, asset acquisition, share purchase, reorganisation or similar business combination with one or more businesses. The Company completed its initial public offering in July 2025 and has pursued potential combinations across multiple sectors.