Highview Merger Corp 8-K, filed Sep 30, 2025
Highview Merger Corp. (HVMC)
About this 8-K
Highview Merger Corp filed this 8-K on September 30, 2025.
Items reported
- Item 8.01: Other events
- Item 9.01: Financial statements and exhibits
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported):
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(Commission File Number) | (IRS Employer Identification No.) |
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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:
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Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||
| The Stock Market LLC | ||||
| The Stock Market LLC | ||||
| The 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 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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
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Item 8.01. Other Events.
On September 30, 2025, Highview Merger Corp. (the “Company”) issued a press release, a copy of which is attached as Exhibit 99.1 to this Current Report on Form 8-K, announcing that the holders of the Company’s units (the “Units”) may elect to separately trade the Class A ordinary shares, par value $0.0001 per share (the “Class A Ordinary Shares”), and redeemable warrants (the “Warrants”) included in the Units commencing on or about October 2, 2025. Each Unit consists of one Class A Ordinary Share and one-half of one Warrant. Any Units not separated will continue to trade on the Nasdaq Global Market (“Nasdaq”) under the symbol “HVMCU”, and the Class A Ordinary Shares and Warrants will separately trade on Nasdaq under the symbols “HVMC” and “HVMCW”, respectively. No fractional Warrants will be issued upon separation of the Units and only whole Warrants will trade. Holders of Units will need to have their brokers contact Continental Stock Transfer & Trust Company, the Company’s transfer agent, in order to separate the Units into Class A Ordinary Shares and Warrants.
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Item 9.01 Financial Statements and Exhibits.
| (d) | Exhibits |
EXHIBIT INDEX
| Exhibit No. | Description | |
| 99.1 | Press Release, dated September 30, 2025. | |
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL) | |
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SIGNATURE
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.
| HIGHVIEW MERGER CORP. | |||
| By: | /s/ David Boris | ||
| Name: | David Boris | ||
| Title: | Chief Executive Officer and Chief Financial Officer | ||
Dated: September 30, 2025
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Exhibit 99.1
Highview Merger Corp. Announces the Separate Trading
of its Class A Ordinary Shares and Warrants,
Commencing on or about October 2, 2025
Delray Beach, FL, September 30, 2025 (GLOBE NEWSWIRE) – Highview Merger Corp. (the “Company”) announced today that holders of the units sold in the Company’s initial public offering of units completed on August 13, 2025 (the “Offering”) may elect to separately trade the Class A ordinary shares and redeemable warrants included in the units commencing on or about October 2, 2025. Any units not separated will continue to trade on the Nasdaq Global Market (“Nasdaq”) under the symbol “HVMCU”, and each of the Class A ordinary shares and warrants will separately trade on Nasdaq under the symbols “HVMC” and “HVMCW,” respectively. No fractional warrants will be issued upon separation of the units and only whole warrants will trade. Holders of units will need to have their brokers contact Continental Stock Transfer & Trust Company, the Company’s transfer agent, in order to separate the units into Class A ordinary shares and warrants.
A registration statement relating to these securities was declared effective by the U.S. Securities and Exchange Commission (the “SEC”) on August 11, 2025. This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any State or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such State or jurisdiction.
The Company is a special purpose acquisition company formed for the purpose of entering into a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses. The Company is led by Chief Executive Officer and Chief Financial Officer, David Boris, and President, Taylor Rettig.
CAUTIONARY NOTE CONCERNING FORWARD-LOOKING STATEMENTS
This press release contains statements that constitute “forward-looking statements,” including with respect to the Company’s search for an initial business combination. Forward-looking statements are subject to numerous conditions, many of which are beyond the control of the Company, including those set forth in the Risk Factors section of the Company’s registration statement for the initial public offering filed with the SEC. Copies are available on the SEC’s website, www.sec.gov. The Company undertakes no obligation to update these statements for revisions or changes after the date of this release, except as required by law.
Contact
David Boris
(561) 826-6050
david@highviewmerger.com
Taylor Rettig
(561) 826-6050
taylor@highviewmerger.com