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BCS

Current Report · Items 8.01, 9.01 · 8-K

Melar Acquisition Corp. I/Cayman

MACINASDAQEQUITYCurrent

Other Events

Item 8.01 Other Events. Effectiveness of the Registration Statement for the Business Combination As previously disclosed, on July 30, 2025, Melar Acquisition Corp. I, a Cayman Islands exempted company (“Melar”) entered into an Agreement and Plan of Merger, as amended (the “Merger Agreement”), with MAC I Merger Sub Inc., a Nevada corporation and a wholly-owned subsidiary of Melar, Everli Global Inc…

Filed Oct 6, 2026Accepted Oct 6, 2026, 4:31 PM EDTCIK 2016221Accession 0001213900-26-107244
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Company context

Melar is a special purpose acquisition company sponsored by Melar Acquisition Sponsor I LLC and incorporated under the laws of the Cayman Islands for the purpose of effecting a merger, amalgamation, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses.

Current securities

Recent company filings

  1. 425 filingOct 6, 2026
  2. DEFM14A filingOct 5, 2026
  3. 425 filingSep 18, 2026
  4. Regulation FD DisclosureSep 18, 2026
  5. S-4 filingAug 21, 2026

Registered securities in this filing

Melar Acquisition Corp. I/Cayman · 8-K · Filed 2026-10-06

As filed in this accession. Current/historical status below comes from the governed listing record; the cover itself remains exact to this filing.

Units, each consisting of one Class A ordinary share and one-half of one redeemable warrant

Symbol
MACIU
Exchange
NASDAQ
Classification
UNIT
Status
Current
Filing context

Context: From2026-10-062026-10-06_custom_UnitsEachConsistingOfOneClassOrdinaryShareAndOnehalfOfOneRedeemableWarrantMember

Dimensions: us-gaap:StatementClassOfStockAxis

Class A ordinary shares, par value $0.0001 per share

Symbol
MACI
Exchange
NASDAQ
Classification
COMMON
Status
Current
Filing context

Context: From2026-10-062026-10-06_custom_ClassOrdinarySharesParValue0.0001PerShareMember

Dimensions: us-gaap:StatementClassOfStockAxis

Warrants, each whole warrant exercisable for one Class A ordinary share at an exercise price of $11.50 per share

Symbol
MACIW
Exchange
NASDAQ
Classification
WARRANT
Status
Current
Filing context

Context: From2026-10-062026-10-06_custom_WarrantsEachWholeWarrantExercisableForOneClassOrdinaryShareAtExercisePriceOf11.50PerShareMember

Dimensions: us-gaap:StatementClassOfStockAxis

Accession 000121390026107244 · 3 registered-security cover members

Read the exact SEC filing ↗

Disclosure sections

Items 8.01, 9.01

Select an item to read the extracted section. The as-filed document remains the primary evidence.

Item 8.01Item 8.01 - Other Events
Item 8.01 Other Events. Effectiveness of the Registration Statement for the Business Combination As previously disclosed, on July 30, 2025, Melar Acquisition Corp. I, a Cayman Islands exempted company (“Melar”) entered into an Agreement and Plan of Merger, as amended (the “Merger Agreement”), with MAC I Merger Sub Inc., a Nevada corporation and a wholly-owned subsidiary of Melar, Everli Global Inc., a Nevada corporation (together with its successors, “Everli”), Melar Acquisition Sponsor I LLC, a Delaware limited liability company, in the capacity thereunder as the representative for the shareholders of Melar (other than the Escrowed Seller (as defined below) and his successors and assigns) from and after the closing (the “Closing”) of the transactions contemplated by the Merger Agreement (collectively, the “Business Combination”), and Salvatore Palella (the “Escrowed Seller”). On October 6, 2026, Melar and Everli issued a press release to announce the effectiveness of the registration statement on Form S-4 (File No. 333-298505) to the Securities and Exchange Commission (the “SEC”), which includes a proxy statement to Melar shareholders and a prospectus for the registration of Melar’s securities to be issued in connection with the Business Combination. A copy of the press release is attached hereto as Exhibit 99.1. Additional Information and Where to Find It In connection with the Business Combination, Melar and Everli has filed a registration statement on Form S-4 (the “Registration Statement”) with the SEC, which includes a proxy statement to Melar shareholders and a prospectus for the registration of Melar’s securities to be issued in connection with the Business Combination. The Registration Statement has been declared effective by the SEC and the definitive proxy statement/prospectus has been mailed to the shareholders of Melar as of a record date of September 28, 2026 for voting on the Business Combination and contains important information about the Business Combination and related matters. Shareholders of Melar and other interested persons are advised to read these materials (including any amendments or supplements thereto) and any other relevant documents, because they contain important information about Melar, Everli and the Business Combination. Shareholders and other interested persons are able to obtain copies of the definitive proxy statement/prospectus and other relevant materials in connection with the Business Combination, without charge, at the SEC’s website at www.sec.gov or by directing a request to: Melar Acquisition Corp. I, 143 West 72nd Street, 4th Floor, New York, NY 10023, United States, Attn: Gautam Ivatury, Chairman & Chief Executive Officer. The information contained on, or that may be accessed through, the websites referenced in this Current Report on Form 8-K in each case is not incorporated by reference into, and is not a part of, this Current Report on Form 8-K. BEFORE MAKING ANY VOTING DECISION, INVESTORS AND SECURITY HOLDERS OF MELAR ARE URGED TO READ THE REGISTRATION STATEMENT, THE PROXY STATEMENT/PROSPECTUS AND ALL OTHER RELEVANT DOCUMENTS FILED OR THAT WILL BE FILED WITH THE SEC IN CONNECTION WITH THE BUSINESS COMBINATION BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE BUSINESS COMBINATION. Participants in the Solicitation Melar, Everli and their respective directors, executive officers and other members of their management and employees, under SEC rules, may be deemed to be participants in the solicitation of proxies of Melar’s shareholders in connection with the Business Combination. Investors and security holders may obtain more detailed information regarding the names, affiliations and interests of Melar’s directors and officers in Melar’s SEC filings. Information regarding the persons who may, under SEC rules, be deemed participants in the solicitation of proxies to Melar’s shareholders in connection with the Business Combination is set forth in the proxy statement/prospectus for the Business Combination. Information concerning the interests of Melar’s and Everli’s participants in the solicitation, which may, in some cases, be different than those of their respective equity holders generally, is set forth in the proxy statement/prospectus relating to the Business Combination. No Offer or 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 and shall not constitute an offer to sell or a solicitation of an offer to buy any securities, or a solicitation of any vote or approval, nor shall there be any sale of 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 any such state or jurisdiction. No offer of securities shall be made except by means of a prospectus meeting the requirements of the Securities Act of 1933, as amended or an exemption therefrom. Forward-Looking Statements This Current Report on Form 8-K contains forward-looking statements within the meaning of the U.S. federal securities laws with respect to the parties and the Business Combination. Melar’s and/or Everli’s actual results may differ from their expectations, estimates and projections and consequently, you should not rely on these forward-looking statements as predictions of future events. Forward-looking statements include statements concerning plans, objectives, goals, strategies, future events or performance, and underlying assumptions and other statements that are other than statements of historical facts. No representations or warranties, express or implied are given in, or in respect of, this Current Report on Form 8-K. These forward-looking statements generally are identified by the words “believe,” “project,” “expect,” “anticipate,” “estimate,” “intend,” “strategy,” “future,” “opportunity,” “potential,” “plan,” “may,” “should,” “will,” “would,” “will be,” “will continue,” “will likely result,” and similar expressions. These forward-looking statements and factors that may cause actual results to differ materially from current expectations include, but are not limited to: (1) the occurrence of any event, change or other circumstances that could give rise to the termination of the Merger Agreement with respect to the Business Combination; (2) the outcome of any legal proceedings that may be instituted against the parties following the announcement of the Business Combination and definitive agreements with respect thereto; (3) the inability to complete the Business Combination, including due to failure to obtain approval of the shareholders of Everli and Melar or other conditions to Closing; (4) the inability to obtain or maintain the listing of the public company’s shares on The Nasdaq Stock Market LLC or another national securities exchange following the Business Combination; (5) the ability of Melar to remain current with its SEC filings; (6) the risk that the Business Combination disrupts current plans and operations as a result of the announcement and consummation of the Business Combination; (7) the ability to recognize the anticipated benefits of the Business Combination, which may be affected by, among other things, competition, the ability of Melar and Everli after the Closing to grow and manage growth profitably and retain its key employees; (8) costs related to the Business Combination; (9) changes in applicable laws or regulations; (10) the inability of Everli to implement business plans, forecasts, and other expectations after the completion of the Business Combination; (11) the risk that additional financing in connection with the Business Combination, or additional capital needed following the Business Combination to support Everli’s business or operations, may not be raised on favorable terms or at all; and (12) other risks and uncertainties included in documents filed or to be filed with the SEC by Melar and/or Everli. The foregoing list of factors is not exhaustive. You should carefully consider the foregoing factors and the other risks and uncertainties described in the “Risk Factors” section of the Registration Statement referenced above and other documents filed by Melar and Everli from time to time with the SEC. These filings identify and address other important risks and uncertainties that could cause actual events and results to differ materially from those contained in the forward-looking statements. You should not place undue reliance upon any forward-looking statements, which speak only as of the date made. There may be additional risks that neither Melar nor Everli presently knows, or that Melar and/or Everli currently believe are immaterial, that could cause actual results to differ from those contained in the forward-looking statements. For these reasons, among others, investors and other interested persons are cautioned not to place undue reliance upon any forward-looking statements in this Current Report on Form 8-K. Past performance by Melar’s or Everli’s management teams and their respective affiliates is not a guarantee of future performance. Therefore, you should not place undue reliance on the historical record of the performance of Melar’s or Everli’s management teams or businesses associated with them as indicative of future performance of an investment or the returns that Melar or Everli will, or may, generate going forward. Neither Melar nor Everli undertakes any obligation to publicly revise these forward-looking statements to reflect events or circumstances that arise after the date of this Current Report on Form 8-K, except as required by applicable law.
Filed exhibits (1)
EX-99.1 (by filename) ea030778201ex99-1.htm

Exhibit 99.1 Everli, a Leading Italian E-Grocery Marketplace, Advances Toward Nasdaq Listing as SEC Declares Registration Statement Effective Everli operates an asset-light grocery marketplace in Italy, supported by a network of large network of weekly active independent shoppers Upon closing, the combined company expected to be named Everli Global Holdings Inc. and to trade on Nasdaq under the ticker “EVRL” for Class A common stock and “EVRLW” for warrants Melar Acquisition Corp. I and Everli Global Inc. Announce Effectiveness of Registration Statement on Form S-4 and Set October 22, 2026 as the Extraordinary General Meeting Date for Proposed Business Combination ───────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────── NEW YORK, NY - October 6, 2026 - Everli Global Inc. (“Everli”), a leading e-grocery marketplace and delivery platform in Italy, together with Melar Acquisition Corp. I (Nasdaq: MACI) (“Melar”), today announced that the U.S. Securities and Exchange Commission (the “SEC”) has declared effective the registration statement on Form S-4 (File No. 333-298505) (the “Registration State…

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