Embed Financial Files F-4 for $425M SPAC Merger with WinVest

Embed Financial Group Cayman Holdings and WinVest Acquisition announced that Embed Financial has publicly filed a Form F-4 registration statement with the U.S. SEC for a proposed business combination. The transaction implies an enterprise value and total merger consideration of approximately US$425 million, payable entirely in ordinary shares of a newly formed Cayman Islands holding company ("Pubco") at US$10.00 per share.

Upon closing, Pubco would become the parent of the combined group. Pubco intends to apply to list its Class A ordinary shares and warrants on the NYSE under the symbols "EFGH" and "EFGHW". The registration statement is not yet effective.

Completion depends on SEC effectiveness, shareholder approvals, NYSE listing approval, net tangible asset requirements, and other customary conditions.