---
schema_version: "secwatch.filing_event.v1"
accession: "0001829126-26-000900"
form_type: "8-K"
ticker: "VACH"
cik: "0002006815"
company_name: "Voyager Acquisition Corp./Cayman Islands"
filed_at: "2026-02-03T23:59:59+00:00"
generated_at: "2026-05-16T05:25:43.223937+00:00"
event_type: "m_and_a"
sentiment: "neutral"
materiality_score: 0.65
calibrated_materiality_score: 0.65
confidence: "high"
source: SEC EDGAR
---

# Voyager Acquisition raises Veraxa merger consideration to $1.35B; sponsor to forfeit shares

## Summary
- Aggregate merger consideration increased by $50M to $1,350,000,000.
- Sponsor forfeits 200,000 SPAC Class B shares and 400,000 SPAC warrants for cancellation.
- Veraxa waives charter restriction to allow removal of $5,000,001 net tangible asset requirement.
- PubCo to issue 200,000 ordinary shares and 400,000 warrants to Veraxa shareholders at closing.

## SEC filing metadata
- accession: 0001829126-26-000900
- form_type: 8-K
- ticker: VACH
- cik: 0002006815
- company_name: Voyager Acquisition Corp./Cayman Islands
- filed_at: 2026-02-03T23:59:59+00:00
- event_type: m_and_a
- sentiment: neutral
- materiality_score: 0.65
- calibrated_materiality_score: 0.65
- confidence: high
- sec_items: 1.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/2006815/000182912626000900/0001829126-26-000900-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/2006815/000182912626000900/voyageracq_8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001829126-26-000900
- JSON: https://secwatch.observer/filing/0001829126-26-000900.json
- Plain text: https://secwatch.observer/filing/0001829126-26-000900.txt

## Key facts
- Material Agreements
  Voyager Acquisition Corp./Cayman Islands amended Second Amendment and Waiver with Veraxa Biotech AG and Oliver Baumann valued at $1,350,000,000 (effective 2026-02-02).
  - Action: amendment
  - Agreement: merger
  - Counterparty: Veraxa Biotech AG and Oliver Baumann
  - Value: $1,350,000,000
  - Effective: 2026-02-02
  source text: On February 2, 2026, Voyager Acquisition Corp. (the “ Company ”) entered into that certain Second Amendment and Waiver (the “ Amendment ”) to that certain Business Combination Agreement dated as of April 22, 2025 as amended on October 18, 2025 (the “ BCA ”), by and among the Company, Veraxa Biotech AG (“ Veraxa ”), and Oliver Baumann, in his capacity as representative for the shareholders of Veraxa.
  evidence_url: https://www.sec.gov/Archives/edgar/data/2006815/000182912626000900/0001829126-26-000900-index.htm
- Material Agreements
  Voyager Acquisition Corp./Cayman Islands amended First Amendment to Sponsor Support Agreement with Veraxa and Voyager Acquisition Sponsor Holdco LLC (effective 2026-02-02).
  - Action: amendment
  - Counterparty: Veraxa and Voyager Acquisition Sponsor Holdco LLC
  - Effective: 2026-02-02
  source text: On February 2, 2026, Veraxa and Voyager Acquisition Sponsor Holdco LLC (the “ Sponsor ”) entered into that certain First Amendment to Sponsor Support Agreement, amending that certain Sponsor Support Agreement dated as of April 22, 2025 (the “ Sponsor Support Agreement ”), between the Company, Veraxa and the Sponsor, pursuant to which the Sponsor agreed, in connection with the Closing (as defined in the BCA), to forfeit for cancellation for no consideration 200,000 Class B Ordinary Shares (as defined in the BCA) and 400,000 SPAC Warrants (as defined in the BCA) for which a corresponding number of PubCo Ordinary Shares (as defined therein) and PubCo Warrants (as defined in the BCA) will be issued to shareholders of Veraxa.
  evidence_url: https://www.sec.gov/Archives/edgar/data/2006815/000182912626000900/0001829126-26-000900-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.