Wintergreen Acquisition Corp. (WTG): Entry into a Material Definitive Agreement
Wintergreen Acquisition Corp. (WTG) filed an SEC Form 8-K — Entry into a Material Definitive Agreement. Exhibit 99.1 THIS PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS PROMISSORY NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THER
How this was made
The 30-second read
Why it matters
The note provides incremental runway to Sept. 30, 2026, reducing the immediate risk of liquidation tied to the prior Aug. 30, 2026 deadline. Conversion is at the payee’s option into units at $10.00 per unit upon a business combination, subject to an aggregate conversion cap.
Market read
This is a SPAC extension financing disclosure that can modestly improve near-term sentiment by lowering deadline risk, but the disclosed principal is small.
What to watch
Traders may focus less on the loan size and more on whether the SPAC has a credible target and timeline to consummate the business combination before the extended deadline.
Background
The 8-K reports entry into a material definitive agreement, including a promissory note used to fund a one-month extension of the SPAC’s business-combination deadline via its trust account.
Ticker impact
Wintergreen Acquisition Corp. entered a material definitive agreement via an unsecured $184,635 promissory note to fund a one-month trust extension.
Near-term impact likely limited, but it can reduce “deadline risk” and modestly support sentiment around the extension window.
The note funds a one-month extension with no interest accrual, and repayment is tied to consummating a business combination; the disclosed principal is small, suggesting limited balance-sheet stress but some reduction in liquidation probability.
Market effects
Adds another example of SPAC extension financing mechanics, but with limited scale so it is unlikely to move the broader SPAC complex.
No clear regional spillover beyond US-listed SPAC sentiment.
Minimal, as the transaction is specific to the issuer’s trust extension and private note terms.
Counterpoint
Because the note is small and carries no interest, it may signal limited financing capacity, which could be read as a weaker ability to secure larger extension or deal funding.
Key entities
- issuerWintergreen Acquisition Corp.
SPAC maker that entered the promissory note agreement to fund a one-month trust extension.
- lender/payeeMACRO DREAM Holdings Limited
Payee under the unsecured promissory note, with an option to convert into units upon a business combination.
