OceanLight Acquisition Corporation Announces $1 Billion All-Stock SPAC Merger with AIRE
On September 28, 2026, OceanLight Acquisition Corporation and AIRE entered into a definitive Agreement and Plan of Merger valuing AIRE at a Company Net Value of $1.0 billion. The proposed all-stock transaction would issue AIRE shareholders 100,000,000 Purchaser shares at $10.00 per share; AIRE would survive as a wholly owned subsidiary while OceanLight would merge into the Purchaser. The Purchaser is intended to survive as the publicly traded company and seek Nasdaq approval for the additional listing of the Closing Payment Shares, subject to shareholder, regulatory and Form F-4 conditions.
Direct transaction materials identify September 28, 2026 as the date OceanLight Acquisition Corporation and AIRE entered into a definitive Agreement and Plan of Merger. They state a $1.0 billion Company Net Value, 100,000,000 Purchaser shares at $10.00 per share, an intended publicly traded Purchaser/Nasdaq outcome, and shareholder, regulatory, Form F-4 and Nasdaq conditions. This is a material but conditional forward-looking SPAC merger, not a completed listing, so the development type and announced status are retained. The date is explicit but the time is not; 00:00 UTC is therefore a date-only normalization. OCLT and NDAQ are approved because OCLT is the directly affected listed SPAC and Nasdaq has explicit conditional listing-approval exposure; competitors and brokers are too indirect or speculative, and no AIRE symbol is supplied. The prior decision that this is a distinct development warranting a new merger event is retained.
OceanLight Acquisition announced a definitive Agreement and Plan of Merger with AIRE, valuing AIRE at $1.0 billion in an all-stock transaction.
The SPAC Merger will combine Parent with Purchaser while the Acquisition Merger will merge Merger Sub into AIRE, delivering 100,000,000 Purchaser shares at $10.00 per share to AIRE shareholders.
The combined company targets a Nasdaq listing with a five-member board designated by AIRE.