Everli Global Inc., an Italian e-grocery marketplace, and Melar Acquisition Corp. I announced that the U.S. Securities and Exchange Commission declared effective the registration statement on Form S-4 for their proposed business combination. This regulatory clearance marks a critical step toward Everli becoming a publicly traded company on Nasdaq.

The combined entity, expected to be named Everli Global Holdings Inc., will trade under the ticker symbols EVRL for Class A common stock and EVRLW for warrants. Melar shareholders are scheduled to vote on the transaction at an extraordinary general meeting on October 22, 2026.

Transaction Timeline and Voting Details

Melar has mailed the definitive proxy statement/prospectus to shareholders of record as of September 28, 2026. The board of directors unanimously recommends a "FOR" vote on all proposals related to the merger. Shareholders wishing to exercise redemption rights must submit requests to Continental Stock Transfer & Trust Company by 5:00 pm ET on October 20, 2026, two business days prior to the meeting.

If approved, the parties expect to close the business combination shortly after the shareholder vote, subject to remaining closing conditions. Upon closing, Melar will domesticate from the Cayman Islands to Nevada, and its subsidiary will merge with Everli, which will survive as a wholly owned subsidiary.

Business Model and Operational Scale

Founded in 2014, Everli operates an asset-light marketplace model connecting consumers with local grocery retailers through a network of independent shoppers. The platform allows retailers to activate an online channel using existing physical footprints without significant internal infrastructure changes.

Key operational metrics disclosed in the filing include:

What the Numbers Show

The disclosure highlights a distinct divergence between order volume and gross transaction value (GTV). With over 700,000 total orders processed and FY25 GTV exceeding $70 million, the average basket size appears modest, suggesting high-frequency, smaller-ticket grocery purchases typical of quick-commerce models. The reliance on over 1,000 weekly active independent shoppers indicates a labor-intensive fulfillment structure, where operational efficiency depends heavily on shopper utilization rates rather than fixed logistics assets.

Corporate Structure and Leadership

Salvatore Palella, Chief Executive Officer of Everli, described the SEC effectiveness as a defining moment for online grocery in Italy. He acknowledged the role of Palella Holdings in facilitating the path to Nasdaq, citing their mission to support Italian companies entering global markets. The transaction involves no cash consideration from Melar’s trust account directly to Everli shareholders at this stage, focusing instead on equity conversion and public listing status.