Calisa Acquisition Corp (Nasdaq: ALIS) and GoodVision Inc. Announce Execution of Non-Binding Letter of Intent for a Proposed Business Combination

Rhea-AI Summary

Calisa Acquisition Corp (Nasdaq: ALIS) and GoodVision Inc. announced they executed a non-binding letter of intent on Jan 26, 2026 for a proposed business combination that, if consummated, would result in the combined company being publicly listed on a U.S. national securities exchange. GoodVision, founded in 2019, provides multi-cloud services, cloud redistribution, AI computing and hybrid cloud-edge infrastructure and has operations in the U.S., Japan, Berlin, Singapore and other Asia regions.

Additional details, definitive agreements and timing depend on due diligence, negotiated conditions, board and shareholder approvals, and regulatory clearances.

Positive

• Proposed business combination could result in public listing
• GoodVision operates multi-region cloud and AI infrastructure
• GoodVision developed a multi-model AI scheduling platform

Negative

• LOI is non-binding; no assurance transaction will occur
• Transaction contingent on due diligence, approvals, and conditions

Key Figures

Founding year: 2019 Current price: $10.07 52-week high: $10.04 +5 more

8 metrics

Founding year 2019 GoodVision founding year

Current price $10.07 Pre-announcement market context for ALIS

52-week high $10.04 ALIS 52-week trading range high

52-week low $9.85 ALIS 52-week trading range low

Market cap $84,275,000 ALIS pre-news market capitalization

Volume today 100,438 shares Pre-news trading session for ALIS

Average 20-day volume 33,029 shares Liquidity baseline for ALIS

200-day MA $9.93 Longer-term trend reference for ALIS

Market Reality Check

Price: $10.07 Vol: Volume 100,438 vs 20-day ...

high vol

$10.07 Last Close

Volume Volume 100,438 vs 20-day average 33,029 (about 3.04x normal activity) ahead of the LOI announcement. high

Technical Shares at $10.07, trading above the 200-day MA of $9.93, near the stated 52-week range.

Peers on Argus

No peer stocks from the Blank Checks sector were flagged in the momentum scanner...

No peer stocks from the Blank Checks sector were flagged in the momentum scanner, indicating trading appeared specific to ALIS rather than a sector-wide move.

Market Pulse Summary

This announcement outlines a non-binding LOI for a proposed business combination between Calisa Acqu...

Analysis

This announcement outlines a non-binding LOI for a proposed business combination between Calisa Acquisition Corp and GoodVision, an AI-focused cloud and edge-computing provider. Pre-announcement, ALIS traded near $10.07 with volume about 3.04x its 20-day average, and there is no prior deal-related news in the recent dataset. Key factors to monitor include signing of a definitive agreement, due diligence results, regulatory and shareholder approvals, and future SEC filings such as any proxy statement/prospectus.

Key Terms

special purpose acquisition company, letter of intent, business combination, proxy statement/prospectus, +3 more

7 terms

special purpose acquisition company financial

"Calisa Acquisition Corp (Nasdaq: ALIS) (“Calisa”), a publicly listed special purpose acquisition company, and GoodVision Inc."

A special purpose acquisition company (SPAC) is a company formed with the sole purpose of raising money through a public offering to buy or merge with an existing private business. It acts like a vehicle that allows private companies to go public more quickly and with less complexity. For investors, it offers an opportunity to invest early in a potential acquisition, though it also carries risks if the intended deal doesn’t materialize.

letter of intent financial

"jointly announce that they have entered into a non-binding letter of intent (“LOI”) for a proposed business combination."

A letter of intent is a document that shows an agreement in principle between parties to work towards a future deal or transaction. It outlines their intentions and key terms, acting like a roadmap before a formal contract is signed. For investors, it signals serious interest and helps clarify expectations early in the process.

business combination financial

"non-binding letter of intent (“LOI”) for a proposed business combination."

A business combination happens when two or more companies join together to operate as one, like two friends merging their teams into a single group. This is important because it can change how companies grow, compete, and make money, often making them bigger and more powerful in the market.

proxy statement/prospectus regulatory

"Calisa will prepare and file a proxy statement/prospectus with the SEC."

A proxy statement or prospectus is a document that companies send to shareholders to provide important information about upcoming decisions or investments, such as voting on company issues or offering new shares to the public. It helps investors understand the details and risks involved, enabling them to make informed choices about their ownership or involvement with the company.

national securities exchange regulatory

"the combined company is expected to be publicly listed on a national securities exchange in the United States."

A national securities exchange is a regulated marketplace where buyers and sellers trade stocks, bonds and other securities and where companies meet requirements to have their shares available to the public. It matters to investors because the exchange enforces rules, provides transparent prices and a steady flow of buyers and sellers—like a supervised marketplace that helps ensure fair pricing, easier buying and selling, and basic investor protections.

large language models technical

"routes and optimizes AI inference workloads across multiple large language models (“LLMs”), computing layers, and edge devices."

Large language models are advanced AI systems trained on vast amounts of text to understand and generate human-like writing, like a very fast reader and writer that learns patterns in words and sentences. They matter to investors because they can change how companies operate—automating customer service, speeding analysis, cutting costs, creating new products—and they introduce risks around accuracy, security and regulation that can affect a firm’s revenue and reputation.

edge computing technical

"AI-focused hybrid cloud and edge-computing platform."

Edge computing is a technology that processes data close to where it is generated, such as sensors or devices, rather than sending it all to a distant central location. This allows for faster decision-making and reduces delays, much like having a local office handle urgent matters instead of waiting for instructions from a main headquarters. For investors, it signifies improved efficiency and real-time insights, which can enhance the performance of technology-dependent industries.

AI-generated analysis. Not financial advice.

GoodVision is a global cloud-computing and AI-infrastructure solutions provider.

NEW YORK, NY, Jan. 26, 2026 (GLOBE NEWSWIRE) -- Calisa Acquisition Corp (Nasdaq: ALIS) (“Calisa”), a publicly listed special purpose acquisition company, and GoodVision Inc., a global cloud-computing and AI-infrastructure solutions provider, jointly announce that they have entered into a non-binding letter of intent (“LOI”) for a proposed business combination. If a definitive agreement is reached and a business combination is completed, of which there can be no assurance, the combined company is expected to be publicly listed on a national securities exchange in the United States.

GoodVision, founded in 2019, is a global cloud-computing and AI-infrastructure solutions provider. GoodVision provides multi-cloud professional services, cloud redistribution services, AI computing services, and hybrid cloud-edge infrastructure solutions to customers worldwide. GoodVision’s customers include organizations in the gaming, video, cross-border e-commerce, and crypto-related technology sectors, each of which requires flexible and scalable cloud infrastructure or AI capability to operate globally. GoodVision’s principal operations are based in the United States, with additional locations in Japan, Berlin, Singapore, and other countries and regions in Asia.

GoodVision’s business initially focused on providing professional services and redistributing cloud-service capacity from major providers such as Google Cloud Platform (“GCP”), Amazon Web Services (“AWS”), Alibaba Cloud, and Tencent Cloud to its customers. Its partnership or agency status with multiple global cloud providers allowed it to procure and secure cloud resources in bulk and offer customers competitive pricing, cross-platform access, responsive technical support, and global delivery capabilities.

As AI adoption accelerated globally, GoodVision initiated a strategic transition from being a cloud-service provider toward becoming an AI-focused hybrid cloud and edge-computing platform. It developed the GoodVision AI Scheduling Platform, a system that routes and optimizes AI inference workloads across multiple large language models (“LLMs”), computing layers, and edge devices. GoodVision’s platform integrates both closed-source and open-source models and is designed to reduce customer cost, improve latency, and satisfy data-privacy requirements. GoodVision also plans to expand its data-center footprint and incorporate GPU-based inference clusters and edge nodes, including through strategic collaborations such as its partnership with EdgeX, a distributed-edge computing provider.

GoodVision’s long term goal is to develop a global AI computing distribution network combining hybrid cloud resources, edge devices, and a multi-model routing engine, enabling customers to deploy AI capabilities efficiently and cost-effectively across geographies.

Definitive Documentation

The parties will announce additional details regarding the proposed business combination when and if a definitive agreement is executed. No assurances can be provided as to the entry into or timing of any definitive agreement or the consummation of any transaction. Any transaction would be subject to the completion of satisfactory due diligence, the negotiation of a definitive agreement and related ancillary agreements providing for the proposed business combination, satisfaction of the conditions negotiated therein, board and shareholder approvals, regulatory approvals and other customary conditions.

Advisors

Graubard Miller is serving as legal counsel to Calisa. VCL Law LLP is serving as legal counsel to GoodVision.

Additional Information and Where to Find It

If a definitive agreement is entered into in connection with the proposed business combination, Calisa will prepare and file a proxy statement/prospectus with the SEC. Calisa urges investors and securityholders to read the proxy statement/prospectus and other documents filed with the SEC when they become available, as they will contain important information regarding the proposed business combination. The proxy statement will be distributed to holders of Calisa’s ordinary shares in connection with Calisa’s solicitation of proxies for the vote by Calisa’s shareholders with respect to the proposed business combination and other matters as will be described therein. All SEC filings will be available free of charge at www.sec.gov.

Participants in the Solicitation

Calisa, GoodVision and their respective directors, officers, and employees may be deemed participants under SEC rules in the solicitation of proxies in connection with the proposed business combination. Information about Calisa’s directors and officers is available in Calisa’s SEC filings.

Additional details regarding the interests of persons involved in the proposed business combination will be included in the proxy statement/prospectus when it becomes available.

Forward-Looking Statements

This press release includes “forward-looking statements” with respect to Calisa and GoodVision. All information in this press release concerning GoodVision has been provided solely by GoodVision and has not been independently verified by Calisa, which makes no representation or warranty as to the accuracy or completeness of such information and assumes no obligation to update the information in this press release, except as required by law. The expectations, estimates, and projections of the businesses of Calisa and GoodVision may differ from their actual results and consequently, you should not rely on these forward-looking statements as predictions of future events. Words such as “expect,” “estimate,” “project,” “budget,” “forecast,” “anticipate,” “intend,” “plan,” “may,” “will,” “could,” “should,” “believes,” “predicts,” “potential,” “continue,” and similar expressions are intended to identify such forward-looking statements. These forward-looking statements include, without limitation, expectations with respect to the ability to enter into definitive agreements for the business combination, future performance and anticipated financial impacts of the proposed business combination if definitive agreements are entered into, the satisfaction of the closing conditions to the proposed business combination, and the timing of the completion of the proposed business combination. These forward-looking statements involve significant risks and uncertainties that could cause the actual results to differ materially from the expected results. Most of these factors are outside of the control of Calisa and GoodVision and are difficult to predict. Factors that may cause such differences include, but are not limited to: (1) the occurrence of any event, change or other circumstances that could give rise to the termination of the negotiations and any subsequent definitive agreements with respect to the proposed business combination, and the possibility that the terms and conditions set forth in any definitive agreements with respect to the proposed business combination may differ materially from the terms and conditions set forth in the letter of intent; (2) the outcome of any legal proceeding that is ongoing or may be instituted against the parties following the announcement of the proposed business combination and any definitive agreements with respect thereto; (3) the inability to complete the proposed transaction, including due to failure to obtain approval of the shareholders of Calisa and GoodVision or other conditions to closing; (4) the inability to obtain or maintain the listing of the post-acquisition company’s securities on the Nasdaq Stock Market LLC, the New York Stock Exchange, or another national securities exchange following the proposed business combination; (5) the risk that the proposed business combination disrupts current plans and operations as a result of the announcement and consummation of the proposed business combination; (6) the ability to recognize the anticipated benefits of the proposed business combination, which may be affected by, among other things, competition, the ability of the combined company to grow and manage growth profitably and retain its key employees; (7) costs related to the proposed business combination; (8) changes in applicable laws or regulations; and (9) other risks and uncertainties included in documents filed or to be filed with the SEC by Calisa and GoodVision. The foregoing list of factors is not exclusive. You should not place undue reliance upon any forward-looking statements, which speak only as of the date made. Calisa and GoodVision do not undertake or accept any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements to reflect any change in their expectations or any change in events, conditions, or circumstances on which any such statement is based, except as required by law. Past performance by Calisa’s or GoodVision’s management teams and their respective affiliates is not a guarantee of future performance. Therefore, you should not place undue reliance on the historical record of the performance of Calisa’s or GoodVision’s management teams or businesses associated with them as indicative of future performance of an investment or the returns that Calisa or GoodVision will, or are likely to, generate going forward.

No Offer or Solicitation

This press release shall not constitute a solicitation of a proxy, consent, or authorization with respect to any securities or in respect of the proposed business combination. This press release shall not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of securities in any jurisdiction where such offer, solicitation, or sale would be unlawful under the securities laws of any such jurisdiction.

About GoodVision Inc.

GoodVision, founded in 2019, is a global cloud-computing and AI-infrastructure solutions provider. GoodVision provides multi-cloud professional services, cloud redistribution services, AI computing services, and hybrid cloud-edge infrastructure solutions to customers worldwide.

About Calisa Acquisition Corp

Calisa is a publicly traded special purpose acquisition company.

Investor & Media Contacts

Calisa Acquisition Corp

Hongfei Zhang
hongfei.zhang@calisaspac.com

GoodVision Inc

Davy Wang
davy@goodvision.tech

FAQ

What did Calisa (ALIS) and GoodVision announce on January 26, 2026?

They executed a non-binding letter of intent for a proposed business combination.

If the Calisa (ALIS) and GoodVision deal completes, will GoodVision be publicly listed?

If a definitive agreement is reached and completed, the combined company is expected to be publicly listed on a U.S. national securities exchange.

What core services does GoodVision provide that matter to ALIS shareholders?

GoodVision offers multi-cloud professional services, cloud redistribution, AI computing, and hybrid cloud-edge infrastructure across multiple regions.

What are the main risks cited for the proposed Calisa (ALIS) and GoodVision transaction?

The LOI is non-binding and the transaction depends on due diligence, definitive agreements, board and shareholder approvals, and regulatory clearances.

Where are GoodVision's principal operations and international locations?

GoodVision's principal operations are in the United States with additional locations in Japan, Berlin, Singapore and other Asian regions.