# Melar Acquisition Corp. I/Cayman (MACIW) — merger/definitive [pending]
Source: SEC API (secapi.ai) · situation sit_05d3152091c2c764599f · retrieved 2026-08-12T21:21:39.604Z

## Overview
Everli Global Inc. is a major e-grocery technology and fulfillment platform in Italy that connects consumers with grocery retailers through a fully integrated digital marketplace, managing the entire logistics chain from online ordering to in-store picking and last-mile delivery.

Melar Acquisition Corp. I, a Cayman Islands exempted company, entered into an Agreement and Plan of Merger on July 30, 2025, with Everli Global Inc., a Nevada corporation, to effect a business combination. On January 23, 2026, Melar and Everli announced the confidential submission of a draft registration statement on Form S-4 to 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 proposed transaction is expected to result in Everli becoming a publicly traded company, subject to approval by Melar's shareholders and satisfaction of other closing conditions.

## Terms
- Counterparty: Everli Global Inc. · Deal value: $3.1M

## Key dates
- Announced 2026-06-02

## Timeline
- 2026-01-29 · 425 (0001213900-26-009489): 425 - Melar Acquisition Corp. I/Cayman — *Everli Global Inc. is a major e-grocery technology and fulfillment platform in Italy that connects consumers with grocery retailers through a fully integrated digital marketplace, managing the entire logistics chain from online ordering to in-store picking and last-mile delivery.* Melar Acquisition Corp. I, a Cayman Islands exempted company, entered into an Agreement and Plan of Merger on July 30, 2025, with Everli Global Inc., a Nevada corporation, to effect a business combination. On January 23, 2026, Melar and Everli announced the confidential submission of a draft registration statement on Form S-4 to 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 proposed transaction is expected to result in Everli becoming a publicly traded company, subject to approval by Melar's shareholders and satisfaction of other closing conditions.
  https://www.sec.gov/Archives/edgar/data/2016221/0001213900-26-009489.txt
- 2026-06-02 · 425 (0001213900-26-064170): 425 - Melar Acquisition Corp. I/Cayman — *Everli Global Inc. is a Nevada corporation that operates a business subject to a proposed business combination with Melar Acquisition Corp. I, a Cayman Islands exempted company, whereby Melar will domesticate to Nevada and merge with Everli through a merger subsidiary.* On May 27, 2026, Melar Acquisition Corp. I and Melar Capital Group LLC (together, "Melar Lender") entered into an Intercreditor Agreement with Agile Capital Funding, LLC and Agile Lending, LLC ("Agile Parties") and YA II PN, Ltd. ("YA Lender"), acknowledged by Everli Global Inc., Salvatore Palella, and Palella Holdings LLC. The agreement establishes that the Agile Parties are subordinate lenders to Melar Lender and YA Lender (the "Senior Creditors") with respect to all indebtedness of Everli, its subsidiaries, Palella Holdings, and Palella. All indebtedness owed by Palella Holdings and Palella to the Agile Parties is junior and subordinate in right of payment and security to the promissory notes issued to Melar Lender and YA Lender. As of the Effective Date, the aggregate outstanding principal amount under the Agile Loan Agreement is $3,129,687.50. The agreement provides that until the Final Payout Date (when both Melar Indebtedness and YA Indebtedness are paid in full), Palella Holdings and Palella are restricted from making payments on the Subordinated Obligations except for expressly permitted payments, including regularly scheduled interest, $50,000 on June 4, 2026, and all outstanding principal and accrued interest on the earlier of September 1, 2026 or the date the Business Combination occurs.
  https://www.sec.gov/Archives/edgar/data/2016221/0001213900-26-064170.txt

## Citations
- 0001213900-26-009489 — https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&type=&dateb=&owner=include&count=40&search_text=000121390026009489
- 0001213900-26-064170 — https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&type=&dateb=&owner=include&count=40&search_text=000121390026064170