Starry Sea Acquisition Corp signs $200M merger agreement with SuperiorMed Healthcare

STARRY SEA ACQUISITION CORP

Agreement values SuperiorMed at $200M net value; consideration in new Purchaser shares at $10.00/share.
SSEA merges into Purchaser; each SSEA share converts to 1 Purchaser Class A share, each right to 1/6 Class A share.
Post-closing board: 5 directors — 1 from Parent (independent), 4 from SuperiorMed incl. Dale Li; 3 independent.
Lock-up: 180 days after close or 20 trading days at >=$12.00 share price; applies to SuperiorMed holders and sponsor.
Outside date May 7, 2027; termination rights if conditions unmet; shareholder support and lock-up agreements executed.

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