IX Acquisition Corp. 8-K

What Happened
IX Acquisition Corp. (IXAQF) announced an amendment (Amendment No.4, dated Jan 8, 2026) to the March 29, 2024 merger agreement among Parent (IX Acquisition Corp.), AKOM Merger Sub, Inc. and AERKOMM Inc. That amendment provides for a domestication: Parent will merge into a newly formed Delaware corporation, with the new Delaware entity as the surviving corporation. The filing also recaps earlier amendments (Sept 25, 2024; Feb 12, 2025; Apr 12, 2025) that changed lock-up, escrow and certain definitions and termination provisions. Separately, on Jan 6, 2026 the SEC’s Division of Corporation Finance declared Parent’s Form S-4 registration statement abandoned because it had not been amended for more than nine months; Parent says it intends to file a new S-4 in 2026.

Key Details

• Domestication: Amendment No.4 (Jan 8, 2026) will effectuate Parent’s move to Delaware by merging Parent into a newly formed Delaware corporation (the Delaware entity will survive).
• Previous amendment highlights:
  • Sept 25, 2024 amendment: lock-up for Sponsor/officers/directors will terminate at Closing; Founder/Escrowed Sponsor Shares treatment changed from 50% to 25%; company to pay certain amounts to Parent for working capital/extension expenses; Parent can terminate if the company enters voluntary bankruptcy or fails to remove a pre-Closing bankruptcy petition within 60 days.
  • Feb 12, 2025: definitions of “Indebtedness” and “Working Capital” were amended/ restated.
  • Apr 12, 2025: Section 10.1 (Termination Without Default) was amended/restated.
• S-4 status: On Jan 6, 2026 the SEC declared the Form S-4 abandoned for lack of amendment; Parent intends to refile a registration statement on Form S-4 in 2026.

Why It Matters

• Domestication changes Parent’s legal domicile and the state law that will govern the public company (moving to Delaware), which can affect corporate governance and merger mechanics—important for shareholders and legal/timing considerations.
• The S-4 abandonment means the previously filed registration that typically supports shareholder disclosures and vote materials is no longer active; refiling will likely be required before closing and could affect the merger timeline and related shareholder actions.
• Changes to lock-up and escrowed Founder shares (from 50% escrowed to 25%) and the lock-up termination at Closing may affect the number of shares that become transferable at closing—relevant to post-closing float and potential share supply.
• The company’s agreement to pay certain amounts to Parent for working capital/extension expenses and the added bankruptcy-related termination right give Parent additional protections but also create payment obligations and potential termination triggers that investors should monitor.