Starlink AI Acquisition Corporation (NYSE: OTAI) announced on October 30, 2026, that it has entered into a definitive business combination agreement with Spider Digital Technology Ltd. Under the terms of the agreement, Spider Digital will merge with a subsidiary of the newly formed public holding company, PubCo, which is expected to be listed on the New York Stock Exchange.
Spider Digital is a technology company headquartered in Singapore focused on blockchain research and ecosystem development. The company operates a cryptocurrency mining pool using proprietary technology and independent block generation capabilities. The transaction values Spider Digital at $250 million.
Upon completion of the business combination, Spider Digital and Starlink AI will become wholly owned subsidiaries of PubCo. The merger structure involves two steps: Merger Sub I will merge with and into Spider Digital, and Merger Sub II will merge with and into Starlink AI.
Shareholders of Spider Digital will receive newly issued PubCo ordinary shares based on an exchange ratio calculated by dividing $250 million by Spider Digital’s fully diluted share count. Starlink AI shareholders will receive one PubCo ordinary share for each of their OTAI ordinary shares, with OTAI rights converting into one-fourth of an ordinary share.
The transaction is subject to customary closing conditions, including shareholder approval for both companies, the effectiveness of a registration statement on Form F-4, and NYSE listing approval. The agreement also includes a provision for the repayment of a sponsor loan to JKapital Ltd, with a cap of $1 million in OTAI units.
