Wintergreen Acquisition Corp. Extends Combination Deadline, Issues Sponsor Note

What Happened

• Wintergreen Acquisition Corp. (WTG) filed an 8-K on September 28, 2026 announcing that its Board approved an extension of the deadline to complete a business combination from September 30, 2026 to October 30, 2026. The company also disclosed that it received an unsecured, non‑interest-bearing promissory note from its sponsor, MACRO DREAM Holdings Limited, to fund the trust account for the extension.

Key Details

• Promissory note amount: $184,635; issued September 28, 2026 to the Sponsor (MACRO DREAM Holdings Limited).
• Note terms: unsecured, no interest, matures on the earlier of closing of the initial business combination or required liquidation; forgiven if no business combination occurs.
• Sponsor protections/rights: Sponsor waived any right to Trust Account distributions with respect to the Note. Sponsor may convert unpaid principal into units at $10.00 per unit (at Sponsor’s option) upon consummation of a business combination.
• Target transaction: The company continues to pursue its previously announced business combination with KIKA Technology Inc. under the Merger Agreement dated November 17, 2025.

Why It Matters

• The extension gives WTG one additional month to close its planned merger with KIKA Technology Inc., keeping the deal process active.
• The sponsor-provided funds (via the Note) preserve the trust account balance for public shareholders rather than requiring the company to use other cash; the sponsor’s waiver means those funds won’t be claimed from the trust if the deal fails.
• The Note’s conversion feature could lead to issuance of units to the sponsor at $10/unit if the business combination closes, which could dilute public holders; conversely, the note is forgiven if no deal occurs, limiting downside to public trust account funds.