MergerApr 29, 2026, 09:17 AM
YSS to Merge with All.Space Holdings Inc. via Two-Step Merger
AI Summary
York Space Systems, Inc. (Parent) has entered into an Agreement and Plan of Merger with All.Space Holdings, Inc. (Company) and its merger subsidiaries, dated April 29, 2026. The transaction involves a two-step merger where Project Morpheus Merger Sub I, Inc. will merge into All.Space, followed by the surviving company merging into Project Morpheus Merger Sub II, LLC. The mergers are intended to qualify as a "reorganization" for U.S. federal income tax purposes, and the agreement includes an Aggregate Equity Consideration of 5,882,352 Parent Shares and an Adjustment Escrow Amount of $5,000,000.
Key Highlights
- York Space Systems, Inc. to merge with All.Space Holdings, Inc.
- Merger structured as a two-step process: Merger Sub One into All.Space, then surviving company into Merger Sub Two.
- Mergers are intended to qualify as a "reorganization" for U.S. federal income tax purposes.
- Aggregate Equity Consideration for the merger is 5,882,352 Parent Shares.
- An Adjustment Escrow Amount of $5,000,000 has been established.
- The merger agreement was approved by the Company Board, Special Committee, Parent's board, and Company stockholders.