SPAC ends UniUni merger after incurable breach

MAK Acquisition Corp., a TSX-listed special purpose acquisition company, said Tuesday it has terminated its agreement to take Richmond, B.C.-based delivery company UniUni public, ending a deal that was valued at more than US$1 billion when it was announced in May.

MAK said in an Oct. 20 news release that UniUni breached an interim covenant requiring it to operate within set parameters, including a maximum cumulative pre-tax loss. “The breach was incurable as UniUni exceeded its maximum cumulative pre-tax loss,” the company said.

MAK sent UniUni a notice of breach on Sept. 24 and gave it 15 business days to fix the problem. The company said that period expired Oct. 19 without a cure, and it has exercised its right to terminate the purchase agreement. The proposed reverse takeover will not go ahead.

Neither MAK nor UniUni has disclosed how large UniUni’s losses were or what the loss limit was. MAK’s release did not mention any termination fee or damages, and said only that it reserves all of its rights. BetaKit reported that UniUni did not immediately respond to a request for comment.

UniUni announced a term sheet on Sept. 25 for a new private funding round led by an existing investor it did not name, a day after MAK’s breach notice. The company said at the time the money would support growth across North America and strengthen its finances ahead of the holiday delivery season. Reporting on the termination does not say whether that round has closed.

UniUni uses gig workers and passenger vehicles to deliver parcels, and has partnered with Temu, Shein and AliExpress. BetaKit reported the company claimed more than 100,000 registered drivers across Canada and the United States in 2025. It has raised large rounds in recent years, including a $95-million Series D in 2025 and US$85 million in equity financing in March, according to BetaKit.

The Globe and Mail reported in September that the company was deeply unprofitable, and BetaKit said UniUni also faces several lawsuits, including a class action alleging unfair labour practices. Those claims have not been tested in court.

MAK, led by former Dye & Durham chief executive Matthew Proud, completed its IPO in October 2025 and trades on the TSX under MAK.U. It is a Cayman Islands company and said it will keep searching for another qualifying acquisition, though it warned it may not find a suitable deal within the time allowed and that disputes or litigation could arise from the termination.

The company is also withdrawing the preliminary long-form prospectus it filed in June in every province except Quebec. It told investors not to rely on that document or on earlier releases about UniUni and the deal.

For Canadian tech, the collapse is a setback for one of the few large listings that had been lined up through a TSX SPAC. It comes as private funding for other Canadian companies continues, including Inovia’s US$200-million first close on its sixth venture fund and Tenstorrent’s US$1.5-billion raise, both announced Oct. 19.

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Sources: BetaKit, MAK Acquisition Corp. news release (GlobeNewswire), The Logic.