Current Report · Items 1.01, 9.01 · 8-K
Globalink Investment Inc.
Entry into a Material Definitive Agreement
Item 1.01. Entry into a Material Definitive Agreement Merger Agreement Amendment On May 20, 2024, Globalink Investment Inc. a Delaware corporation (the “Company” or “Globalink”), Alps Global Holding Pubco, a Cayman Islands exempted company (“PubCo”), Alps Biosciences Merger Sub, a Cayman Islands exempted company and wholly-owned subsidiary of PubCo (“Merger Sub”), Alps Life Sciences Inc., a Cayman…
Filed Oct 1, 2025Accepted Oct 1, 2025, 4:30 AM EDTCIK 1888734Accession 0001493152-25-016478
Company context
Inc. Globalink is a blank check company formed for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses. Although there is no restriction or limitation on what industry or geographic region, Globalink intends to pursue targets in North America, Europe, Southeast Asia, and Asia (excluding China, Hong Kong and Macau) in the medical technology and green energy industry.
Historical securities (6)
Disclosure sections
Items 1.01, 9.01Select an item to read the extracted section. The as-filed document remains the primary evidence.
Item 1.01Item 1.01 - Entry into Material Agreement
Item
1.01. Entry into a Material Definitive Agreement
Merger
Agreement Amendment
On
May 20, 2024, Globalink Investment Inc. a Delaware corporation (the “Company” or “Globalink”), Alps Global Holding
Pubco, a Cayman Islands exempted company (“PubCo”), Alps Biosciences Merger Sub, a Cayman Islands exempted company and wholly-owned
subsidiary of PubCo (“Merger Sub”), Alps Life Sciences Inc., a Cayman Islands company (“Alps Holdco”), GL Sponsor
LLC, a Delaware limited liability company (“Parent Representative”), and Dr. Tham Seng Kong, an individual, in the capacity
as the representative for the shareholders of Alps Holdco (“Seller Representative”), entered into an amended and restated
merger agreement, as amended on March 6, 2025 (the “Original Agreement”).
On
September 27, 2025, Globalink, Alps Holdco, Parent Representative and Seller Representative entered
into a Third Amendment to the Merger Agreement (the “Amendment”, together with the Original Agreement, the “Amended
and Restated Merger Agreement”). Capitalized terms used but not defined herein shall have the meanings ascribed to them in the
Amended and Restated Merger Agreement. The primary terms of the Amendment are to allow Dr. Tham Seng Kong, in his personal capacity and
not as the Seller Representative, to contribute all Escrow Shares from his personal entitlement of Merger Consideration Shares and to
extend the Alps Holdco Shareholder Written Consent Deadline.
The
foregoing description of the Amendment is qualified in its entirety by reference to the full text of the Amendment, a copy of which is
filed as Exhibit 2.1 to this Current Report on Form 8-K and incorporated herein by reference.
Additional
Information and Where to Find It
In
connection with the proposed transactions (the “Transactions”) contemplated by the Amended and Restated Agreement, PubCo
has filed with the U.S. Securities and Exchange Commission (the “SEC”) a registration statement on Form F-4 (Registration
No. 333-284035), which includes a proxy statement/prospectus and other relevant documents, which will be both the proxy statement to
be distributed to Globalink’s stockholders in connection with Globalink’s solicitation of proxies for the vote by Globalink’s
stockholders with respect to the proposed business combination and other matters as may be described in the registration statement, as
well as the prospectus relating to the offer and sale of the securities of PubCo to be issued in connection with the business combination.
STOCKHOLDERS OF GLOBALINK ARE URGED TO READ THE PROXY STATEMENT/PROSPECTUS (INCLUDING ANY AMENDMENTS OR SUPPLEMENTS THERETO AND ANY DOCUMENTS
INCORPORATED BY REFERENCE THEREIN) AND OTHER RELEVANT DOCUMENTS IN CONNECTION WITH THE PROPOSED TRANSACTIONS THAT PUBCO AND GLOBALINK
WILL FILE WITH THE SEC CAREFULLY AND IN THEIR ENTIRETY BECAUSE THEY CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTIONS AND
THE PARTIES TO THE PROPOSED TRANSACTIONS. Stockholders and investors may obtain free copies of the proxy statement/prospectus and other
relevant materials and other documents filed by PubCo and Globalink at the SEC’s website at www.sec.gov.
Participants
in Solicitation
Each
of PubCo, Globalink and Alps Holdco and their respective directors, executive officers and certain employees, may be deemed, under SEC
rules, to be participants in the solicitation of proxies in respect of the proposed Transactions. Information regarding Globalink’s
directors and executive officers, PubCo, Alps Holdco and the other participants in the proxy solicitation and a description of their
direct and indirect interests, by security holdings or otherwise, is contained in the PubCo registration statement described and other
relevant materials filed with the SEC. These documents can be obtained free of charge from the sources indicated above.
Non-Solicitation
This
Current Report on Form 8-K is not a proxy statement or solicitation of a proxy, consent or authorization with respect to any securities
or in respect of the proposed Transactions and shall not constitute an offer to sell or a solicitation of an offer to buy the securities
of Globalink, Alps Holdco, or PubCo, nor shall there be any sale of any such securities in any state or jurisdiction in which such offer,
solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of such state or jurisdiction.
No offer of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act.
INVESTMENT
IN ANY SECURITIES DESCRIBED HEREIN HAS NOT BEEN APPROVED OR DISAPPROVED BY THE SEC OR ANY OTHER REGULATORY AUTHORITY NOR HAS ANY AUTHORITY
PASSED UPON OR ENDORSED THE MERITS OF THE PROPOSED TRANSACTIONS OR THE ACCURACY OR ADEQUACY OF THE INFORMATION CONTAINED HEREIN. ANY
REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.