Wintergreen Acquisition Corp. filed a Form 8-K on October 28, 2026, disclosing the issuance of an unsecured promissory note and a one-month extension of its business combination deadline.

Key Highlights

  • Note principal: The company issued an unsecured promissory note in the principal amount of $184,635 to MACRO DREAM Holdings Limited, its sponsor, on October 25, 2026.
  • No interest: According to the filing, the note does not bear interest and matures upon the earlier of the closing of the initial business combination or the date the company is required to liquidate.
  • Forgiveness provision: If the company does not consummate a business combination, the note will be forgiven and the sponsor will have no right to receive payment.
  • Conversion option: The sponsor may elect to convert all or any portion of the unpaid principal into units at a conversion price of $10.00 per unit, upon consummation of a business combination.
  • Deadline extended: The Board of Directors approved an extension of the Business Combination Deadline from October 31, 2026 to November 30, 2026.
  • Ongoing transaction: The company disclosed it is continuing to pursue its previously announced business combination with KIKA Technology Inc. pursuant to a Merger Agreement dated November 17, 2025.

Wintergreen Acquisition Corp. Deposits Sponsor Funds, Extends Business Combination Window

Wintergreen Acquisition Corp. (NASDAQ:WTG), a Cayman Islands-incorporated special purpose acquisition company, disclosed in its October 28, 2026 filing that it issued an unsecured promissory note in the principal amount of $184,635 to MACRO DREAM Holdings Limited, the company's sponsor. According to the filing, the note was issued in connection with the sponsor's advance of funds to be deposited into the company's trust account to effectuate an extension of the date by which the company must consummate its initial business combination.

The filing states that the note carries no interest and matures upon the earlier of the closing of the initial business combination or the date the company is required to liquidate. In the event that no business combination is completed, the note will be forgiven and the sponsor will have no right to receive payment. The filing further notes that the sponsor agreed to waive any and all right, title, interest, or claim of any kind in or to any distribution from the trust account with respect to the note.

At the sponsor's option, prior to full payment of the principal balance, the sponsor may elect to convert all or any portion of the unpaid principal into units of the company at $10.00 per unit upon consummation of a business combination. The filing states such units would be identical to the placement units issued to the sponsor in the private placement that closed simultaneously with the company's initial public offering. The issuance was made pursuant to the exemption from registration under Section 4(a)(2) of the Securities Act of 1933, as amended. The company's Board of Directors separately approved the extension of the Business Combination Deadline from October 31, 2026 to November 30, 2026, upon the sponsor's request.

What Was Disclosed

Wintergreen Acquisition Corp. disclosed the October 25, 2026 issuance of a $184,635 unsecured, non-interest-bearing promissory note to its sponsor, MACRO DREAM Holdings Limited, and a one-month extension of its business combination deadline to November 30, 2026, while continuing to pursue a merger with KIKA Technology Inc.