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    Evergreen Corporation filed SEC Form 8-K: Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing

    2/7/25 12:46:23 PM ET
    $EVGR
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    Get the next $EVGR alert in real time by email
    false 0001900402 0001900402 2025-02-03 2025-02-03 0001900402 EVGR:OrdinarySharesMember 2025-02-03 2025-02-03 0001900402 EVGR:WarrantsMember 2025-02-03 2025-02-03 0001900402 EVGR:UnitsMember 2025-02-03 2025-02-03 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

     

     

     

    United States

    SECURITIES AND EXCHANGE COMMISSION

    Washington, D.C. 20549

     

    Form 8-K

     

    Current Report

    Pursuant to Section 13 or 15(d) of the

    Securities Exchange Act of 1934

     

    February 3, 2025

    Date of Report (Date of earliest event reported)

     

    Evergreen Corporation

    (Exact Name of Registrant as Specified in its Charter)

     

    Cayman Islands   001-41271   N/A

    (State or other jurisdiction

    of incorporation)

     

    (Commission

     File Number)

     

    (I.R.S. Employer

    Identification No.)

     

    Lot 1.02, Level 1,

    Glo Damansara, 699,

    Jalan Damansara, Taman Tun Dr Ismail,

    60000 Kuala Lumpur, Malaysia

     

    (Address of Principal Executive Offices, including Zip Code)

     

    Registrant’s telephone number, including area code: +1 786 406 6082

     

    N/A

    (Former name or former address, if changed since last report)

     

    Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

     

    ☐ Written communications pursuant to Rule 425 under the Securities Act
       
    ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act
       
    ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act
       
    ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act

     

    Securities registered pursuant to Section 12(b) of the Act:

     

    Title of each class   Trading Symbol(s)   Name of each exchange on which registered
    Ordinary Shares   EVGR   The Nasdaq Stock Market LLC
    Warrants   EVGRW   The Nasdaq Stock Market LLC
    Units   EVGRU   The Nasdaq Stock Market LLC

     

    Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

     

    Emerging growth company ☒

     

    If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

     

     

     

     

     

     

    Item 3.01. Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.

     

    On February 3, 2025, Evergreen Corporation (the “Company”) received a letter from The Nasdaq Stock Market LLC (“Nasdaq”) stating that the Company did not comply with the minimum 400 total shareholders requirement for continued listing on the Nasdaq Global Market, and had failed to regain compliance with Nasdaq Listing Rule 5450(a)(2) during the extension period which ended on January 28, 2025. The Company has until February 10, 2025 to request a hearing before the Nasdaq Hearings Panel (the “Panel”). If the Company does not request a hearing before the Panel by that date, trading in its securities will be suspended at the opening of business on February 12, 2025 and a Form 25 NSE will be filed with the Securities and Exchange Commission (“SEC”) removing the securities from listing and registration on The Nasdaq Stock Market. In the event the Company’s securities are delisted from Nasdaq, its securities are expected to trade over-the-counter. In that case, the Company intends to apply to list on Nasdaq in connection with the closing of a potential business combination.

     

    2

     

     

    SIGNATURES

     

    Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

     

    Dated: February 7, 2025

     

    EVERGREEN CORPORATION  
         
    By: /s/ Liew Choon Lian  
    Name: Liew Choon Lian  
    Title: Chief Executive Officer  

     

    3

     

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