Tavia Acquisition Corp. 與 Vita Inclinata 簽意向書，擬以 4.5 億美元估值進行 de-SPAC 上市

EX-99.1
2
ea029787301ex99-1.htm
PRESS RELEASE DATED JULY 13, 2026

 

Exhibit 99.1

 

Tavia Acquisition Corp. and Vita Inclinata Technologies Sign Letter
of Intent to go public on NASDAQ 

 

London, United Kingdom, July 13, 2026 (GLOBE NEWSWIRE) -- Tavia Acquisition Corp. (Nasdaq: TAVI) (“Tavia”) and Vita Inclinata Technologies, Inc.
(“Vita”) today announced they have signed a Letter of Intent (“LOI”) for a business combination that would
result in Vita becoming a publicly traded company through a de-SPAC.

 

The proposed transaction values Vita at a pre-money enterprise value
of $450 million, assuming Vita successfully completes its 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.

 

In connection with executing the LOI, Tavia and Vita are engaged in
a series of initial non-binding investment indications of from institutional investors and certain strategic partners. Firm commitments
from those investors, as well as any other investors, would be announced concurrently with the signing of a definitive agreement.

 

Tavia expects to announce additional details regarding the proposed
business combination when a definitive agreement is executed, which is expected within the next thirty days and with a closing anticipated
in the fourth quarter of 2026.

 

Caleb Carr, Chief Executive Officer of Vita Inclinata Technologies,
said:

 

“This is an important step for Vita and reflects the progress
our team has made in building a differentiated business. We believe access to the public markets will strengthen our ability to invest
in innovation, expand our portfolio of products and solutions, pursue new opportunities, and create long-term value for our customers
and shareholders.”

 

Kanat Mynzhanov, Chief Executive Officer / Chairman of Tavia Acquisition
Corp., said:

 

“Vita has built a distinctive business with innovative products,
disciplined execution, and a compelling vision for the future. We believe the company is well positioned for its next stage of growth,
and we look forward to advancing this opportunity together.”

 

About Vita Inclinata Technologies

 

Vita Inclinata Technologies develops innovative products and solutions
designed to improve safety, precision, and operational performance in demanding environments. Through engineering expertise, operational
excellence, and a customer-focused approach, the company continues to expand its portfolio while delivering meaningful value to customers.

 

About Tavia Acquisition Corp.

 

Tavia Acquisition Corp. (Nasdaq: TAVI) is a special purpose acquisition
company formed for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar
business combination with one or more businesses.

 

Letter of Intent

 

The LOI is non-binding and subject to the execution of definitive agreements,
completion of due diligence, required approvals and customary closing conditions. No assurances can be made that the parties will successfully
negotiate and enter into a definitive agreement, or that the proposed transaction will be consummated on the terms or timeframe currently
contemplated, or at all.

 

Exclusivity

 

The parties have agreed to a 45-day exclusivity period to undertake
due diligence and negotiate a definitive Business Combination Agreement.

 

  

  

 

 

Advisors

 

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

 

Additional Information and Where to Find It

 

If a definitive agreement is entered into in connection with the proposed
business combination, a newly formed holding company, Vita or Tavia will prepare a registration statement, including a proxy statement/prospectus,
to be filed with the U.S. Securities and Exchange Commission (“SEC”). The proxy statement/prospectus will be mailed to Tavia’s
shareholders. Tavia urges investors and other interested persons to read, when available, the proxy statement/prospectus, as well as other
documents filed with the SEC, because these documents will contain important information about the proposed business combination. Such
persons can also read Tavia’s filings with the SEC for a description of the security holdings of its officers and directors and their
respective interests as security holders in the consummation of the transactions described herein. The proxy statement statement/prospectus,
once available, can be obtained, without charge, at the SEC’s web site (http://www.sec.gov).

 

Participants in the Solicitation

 

Vita and Tavia and their respective directors, executive officers and
other members of their management and employees, under SEC rules, may be deemed to be participants in the solicitation of proxies of Tavia’s
shareholders in connection with the proposed business combination. Investors and security holders may obtain more detailed information
regarding the names, affiliations and interests of Tavia’s directors and officers in Tavia’s SEC filings. Information regarding the persons
who may, under SEC rules, be deemed participants in the solicitation of proxies to Tavia’s shareholders in connection with the proposed
business combination will be set forth in the proxy statement/prospectus for the proposed business combination when available. Information
concerning the interests of Vita’s and Tavia’s participants in the solicitation, which may, in some cases, be different than those of
their respective equity holders generally, will be set forth in the proxy statement/prospectus relating to the proposed business combination
when it becomes available.

 

Forward-Looking Statements

 

This press release contains certain statements that are not historical
facts and are forward-looking statements within the meaning of the federal securities laws with respect to the potential business combination
between Tavia and Vita. These forward-looking statements generally are identified by the words “believe,” “project,”
“expect,” “anticipate,” “estimate,” “intend,” “think,” “strategy,” “future,”
“opportunity,” “potential,” “plan,” “seeks,” “may,” “should,” “will,”
“would,” “will be,” “will continue,” “will likely result,” and similar expressions, but the absence
of these words does not mean that a statement is not forward-looking. Forward-looking statements are predictions, projections and other
statements about future events that are based on current expectations and assumptions and, as a result, are subject to risks and uncertainties.

 

These factors include, but are not limited to, whether a definitive
agreement for the proposed business combination transaction will be entered into; whether such business combination transaction, or any
other contemplated transaction, may be completed with different terms, in an untimely manner, or not at all; whether the parties will
be able to realize the benefits of the proposed business combination transaction described herein; market and other conditions. The parties
do not undertake an obligation to update or revise any forward-looking statement. Investors should read the risk factors set forth in
Tavia’s Annual Report on Form 10-K and periodic reports filed with the SEC. All of Tavia’s forward-looking statements are expressly qualified
by all such risk factors and other cautionary statements. The information set forth herein speaks only as of the date thereof, and the
parties assume no obligation to update or revise these statements unless otherwise required by law.

 

No Offer or Solicitation

 

This press release is not a solicitation of a proxy, consent, or authorization
with respect to any securities or in respect of the potential business combination and will not constitute an offer to sell or the solicitation
of an offer to buy or exchange any securities, nor will there be any sale of securities in any states or jurisdictions in which such offer,
solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.

 

Contact Information:

 

[email protected]