Tavia Acquisition Corp. (NASDAQ: TAVI) and Vita Inclinata Technologies, Inc. have signed a non-binding Letter of Intent (LOI) for a business combination that would result in Vita becoming a publicly traded company through a de-SPAC transaction. The proposed transaction values Vita at a pre-money enterprise value of $450 million, assuming the company successfully completes a pending strategic acquisition within the defense and industrials market. The announcement reflects Vita's continued momentum and represents an important step in the company's evolution as it prepares for its next phase of growth.

Transaction Details and Timeline

Tavia expects to execute a definitive agreement within the next 30 days, with a closing anticipated in the fourth quarter of 2026. The parties have agreed to a 45-day exclusivity period to undertake due diligence and negotiate a definitive Business Combination Agreement. In connection with the LOI, Tavia and Vita are engaged in initial non-binding investment indications from institutional investors and strategic partners. Firm commitments from these investors will be announced concurrently with the signing of a definitive agreement.

Strategic Rationale

Caleb Carr, Chief Executive Officer of Vita Inclinata Technologies, stated that access to public markets will strengthen the company's ability to invest in innovation and expand its portfolio. Kanat Mynzhanov, Chief Executive Officer and Chairman of Tavia Acquisition Corp., highlighted Vita's distinctive business and disciplined execution as key factors for the proposed combination.

Advisory Roles

Cohen & Company Capital Markets, a division of Cohen & Company Securities, LLC, is acting as lead financial advisor and capital markets advisor to Tavia. EarlyBirdCapital is also serving as capital markets advisor to Tavia. Greenberg Traurig LLP is legal counsel to Vita, while Reed Smith LLP is legal counsel to Tavia.