Voyager Acquisition Corp. to merge with Veraxa Biotech AG; expected Q4 2025 close

Voyager Acquisition Corp./Cayman Islands

SPAC will merge with Merger Sub, then Veraxa will merge into PubCo, a Swiss public company.
SPAC Class A and B shares convert one-for-one into PubCo Class A shares; warrants convert to PubCo warrants.
Company shareholders eligible for up to 5M PubCo Class A earnout shares over three fiscal years post-close.
Termination fee of $12.5M payable by Company to SPAC under certain termination scenarios.
Sponsor and certain Company shareholders entered into voting, support and lock-up agreements.

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