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
March
19, 2026
Date of Report (Date of earliest event reported)
Pelican Acquisition Corporation
(Exact Name of Registrant as Specified in its Charter)
| Cayman Islands |
|
001-42666 |
|
N/A |
(State or other jurisdiction
of incorporation) |
|
(Commission
File Number) |
|
(I.R.S. Employer
Identification No.) |
|
1185 Avenue of the Americas, Suite 349
New York, NY |
| 10036 |
| (Address of Principal Executive Offices) |
|
(Zip Code) |
Registrant’s telephone number, including area code: (212) 612-1400
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 exchange on which registered |
| Units, each consisting of one ordinary share and one right |
|
PELI |
|
The Nasdaq Stock Market LLC |
| Ordinary shares, par value $0.0001 per share |
|
PELI U |
|
The Nasdaq Stock Market LLC |
| Rights, each right entitling the holder to receive one-tenth of one ordinary share |
|
PELI R |
|
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
5.07 SUBMISSION OF A MATTER TO A VOTE OF SECURITY HOLDERS.
On
March 19, 2026, Pelican Acquisition Corporation (the “Company”) held an extraordinary general meeting of shareholders
(the “Extraordinary General Meeting”). The record date for shareholders entitled to notice of, and to vote at, the Extraordinary
General Meeting was February 19, 2026. As of the close of business on the record date, there were 11,998,750 ordinary shares issued
and outstanding and entitled to vote at the Extraordinary General Meeting. Of these shares, 7,034,878 ordinary shares (representing approximately
58.63%) were present virtually or represented by proxy at the Extraordinary General Meeting, constituting a quorum.
At
the Extraordinary General Meeting, the Company’s shareholders considered the proposals described in the Company’s definitive
proxy statement/prospectus filed with the Securities and Exchange Commission. The final voting results for each proposal submitted to
shareholders are set forth below.
Proposal
1
The
Company’s shareholders approved the Business Combination Proposal. The votes cast were as follows:
| For |
|
Against |
|
Abstain |
| 6,509,645 |
|
400,135 |
|
125,098 |
Proposal
2
The
Company’s shareholders approved the Conversion Proposal. The votes cast were as follows:
| For |
|
Against |
|
Abstain |
| 6,507,603 |
|
402,162 |
|
125,113 |
Proposal
3
The
Company’s shareholders approved the Governing Documents Proposal. The votes cast were as follows:
| For |
|
Against |
|
Abstain |
| 6,509,645 |
|
400,135 |
|
125,098 |
Proposal
4
The
Company’s shareholders approved the Governing Documents Advisory Proposals. The votes cast were as follows.
| For |
|
Against |
|
Abstain |
| 6,508,445 |
|
401,335 |
|
125,098 |
Proposal
5
The
Company’s stockholders approved the Stock Issuance Proposal. The votes cast were as follows:
| For |
|
Against |
|
Abstain |
| 6,506,635 |
|
403,145 |
|
125,098 |
Proposal
6
The
Company’s stockholders approved the Incentive Plan Proposal. The votes cast were as follows:
| For |
|
Against |
|
Abstain |
| 6,505,085 |
|
403,345 |
|
126,448 |
As there were sufficient
votes at the time of the Extraordinary General Meeting to approve each of the above proposals, the
“Adjournment Proposal” described in the proxy statement/prospectus was not presented to stockholders.
Based on the results
of the Extraordinary General Meeting, and subject to the satisfaction or waiver of certain other closing
conditions as described in the proxy statement/prospectus, the transactions (the “Transactions”) contemplated by the Agreement
and Plan of Merger, dated as of September 9, 2025 (the “Merger Agreement”), are expected to be consummated on or around
March 24, 2026. As previously disclosed, following the consummation of the Transactions, the common stock of Greenland Energy Company
is expected to begin trading on the Nasdaq Global Market under the symbol “GLND” on March 25, 2026.
In connection
with the Extraordinary General Meeting, holders of 7,562,343 ordinary shares exercised their
right to redeem such shares for a pro rata portion of the funds in the Company’s trust account, for an aggregate redemption amount
of $77,740,886.04, representing a per-share redemption price of approximately $10.28.
Item
9.01 Financial Statements and Exhibits.
(d)
Exhibits
| Exhibit
No. |
|
Description |
|
99.1
|
|
Press Release dated March 19, 2026 |
| 104 |
|
Cover
Page Interactive Data File (embedded within the Inline XBRL document) |
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.
| |
Pelican Acquisition Corporation |
| |
|
|
| Dated: March 19, 2026 |
By: |
/s/
Robert Labbe |
| |
Name: |
Robert Labbe |
| |
Title: |
Chief Executive Officer |
