Voyager Acquisition Corp./Cayman Islands 8-K

What Happened

• Voyager Acquisition Corp. (VACH), a Cayman Islands SPAC, held an extraordinary general meeting on March 12, 2026 and reported that shareholders approved the proposed business combination with Veraxa Biotech AG. The Business Combination Agreement was originally dated April 22, 2025 and amended on October 18, 2025 and February 2, 2026.
• 21,743,532 Shares were present in person or by proxy (about 68.754% of the 31,625,000 issued and outstanding Shares as of the February 13, 2026 record date). The Business Combination Proposal was approved 20,453,587 for, 1,289,900 against, with 45 abstentions.

Key Details

• Meeting date: March 12, 2026; record date: February 13, 2026; voting shares present: 21,743,532 (≈68.754%).
• Business Combination vote: 20,453,587 for / 1,289,900 against / 45 abstentions.
• Initial Merger vote (SPAC into Merger Sub): 20,453,586 for / 1,289,901 against / 45 abstentions.
• Shareholder approvals also covered: removal of the NTA redemption limitation, four non‑binding advisory governance provisions for the post‑combination PubCo charter, and an adjournment proposal. Advisory charter votes carried (similar vote totals); adjournment vote: 20,442,812 for / 1,300,675 against / 45 abstentions.
• On March 13, 2026 the SPAC issued a press release disclosing the number of shareholder redemptions related to the meeting (Press Release attached as Exhibit 99.1).

Why It Matters

• The shareholder approvals clear the way for the multi‑step transaction structure described in the agreement (Sponsor-formed PubCo and Merger Sub, SPAC merger into Merger Sub, transfer of PubCo shares to SPAC holders, Merger Sub dissolution, and a subsequent merger between the Company and PubCo). This is the key corporate action needed to complete the business combination and take Veraxa Biotech into the public vehicle.
• The reported redemption information (in the March 13 press release) is relevant because shareholder redemptions can affect the SPAC’s cash available to the combined company at closing. Investors should watch subsequent disclosures for final redemption totals, trust-account impacts and the timing of closing steps.