Embrace Change Acquisition Corp. Merger Terminated by Tianji

What Happened
Embrace Change Acquisition Corp. (EMCG or EMCGF) reported that Tianji Tire Global (Cayman) Limited delivered a termination notice on September 10, 2026, ending the previously announced merger between the parties. The Merger Agreement — originally between EMCG, its wholly owned merger subsidiaries (EMC Merger Sub 1 and EMC Merger Sub 2) and Tianji, and amended on October 16, 2025 — was terminated pursuant to Section 11.1(d)(i) after the transaction passed the Outside Date of August 12, 2026.

Key Details

• Termination notice received: September 10, 2026.
• Outside Date in the Merger Agreement: August 12, 2026 (termination right available on or after this date).
• Merger Agreement amendment date: October 16, 2025.
• Termination cited Section 11.1(d)(i); that provision allows either party to terminate if the merger has not closed by the Outside Date, except where the failure was due to that party’s breach or failure to perform.

Why It Matters
The termination means the previously announced business combination between EMCG and Tianji will not close under the existing agreement, removing the planned path for Tianji to combine with EMCG as structured. Investors should watch for follow-up filings that may disclose whether either party alleges breach, pursues claims, negotiates a new agreement, or outlines next steps for EMCG’s SPAC strategy, shareholder redemptions, or capital plans.