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8-KAccepted Sep 22, 8:30 AM ET

XFLH Capital Announces LOI for Business Combination with Renogen Biolab

XFLHXFLH Capital Corp

Accepted (ET)

8:30 AM

Sep 22, 2026

Filed

Sep 22, 2026

Documents

13

Size

275.5 KB

Summary

XFLH Capital Announces LOI for Business Combination with Renogen Biolab

Updated

What Happened

  • XFLH Capital Corporation (XFLH) entered into a letter of intent (LOI) with Renogen Biolab Inc. on September 18, 2026 to pursue a proposed business combination. Renogen Biolab is a Canadian health services company offering molecular capabilities including DNA services, vector engineering, and protein expression.
  • The parties agreed to use reasonable best efforts to negotiate and execute definitive agreements as soon as practicable and to provide each other reasonable access to information for due diligence. XFLH issued a press release announcing the LOI on September 22, 2026 (furnished as Exhibit 99.1).

Key Details

  • LOI signed: September 18, 2026.
  • Press release issued: September 22, 2026 (Exhibit 99.1; press release furnished but not “filed” under Section 18).
  • Target company: Renogen Biolab Inc., a Canadian molecular/biotech service provider (DNA services, vector engineering, protein expression).
  • Next steps stated: negotiate Definitive Agreements, complete due diligence, and (if a definitive agreement is reached) file a proxy statement with the SEC for stockholder approval.

Why It Matters

  • The LOI signals a potential merger/acquisition that could materially change XFLH’s business profile if completed.
  • No definitive agreement has been signed yet—completion will depend on negotiation, due diligence, and required approvals; investors should watch for a definitive agreement and any proxy statement or additional SEC filings.
  • The filing includes customary forward‑looking statements and disclaimers; this 8-K is informational and is not an offer or solicitation of securities.

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