New York, June 1, 2026, 10:03 (EDT)
- GrowHub shares moved higher in morning Nasdaq trade after the company’s June 1 SEC filing showed a binding reverse-merger term sheet with EnChem America.
- EnChem America holders would own 85% of the fully diluted company after the deal. Existing GrowHub holders are set to keep 15%.
- Nasdaq last week told GrowHub it had fallen below the stockholders’ equity requirement for continued listing.
GrowHub Ltd shares jumped in Monday morning trading on Nasdaq, after the Singapore-based traceability tech firm said it signed a binding term sheet to hand control of the listed shell to EnChem America, which makes battery-electrolyte materials. Shares last traded at $2.23, climbing about 541% from the last close at $0.3478, after hitting $2.95 earlier on volume of roughly 88.5 million shares.
GrowHub’s filing signals a major shift in both its business and its owners. If the reverse merger goes through, EnChem America’s holders would own 85% of GrowHub on a fully diluted basis—counting all possible shares. The deal would see the private company take over GrowHub’s public listing instead of going the IPO route.
GrowHub said in a Form 6-K it signed a term sheet with EnChem America on May 28. Under the deal, EnChem would merge with a new GrowHub unit and emerge as the surviving company. Existing GrowHub holders would keep 15% of the combined public company after the deal closes.
EnChem America would get a minimum $400 million valuation in the merger, according to a term sheet. The company, a U.S. arm of South Korea’s EnChem Co Ltd, develops and makes battery electrolyte materials, which are the chemicals allowing ions to move inside rechargeable batteries.
The document gives EnChem America strong protections as well. The private firm can exit the deal if GrowHub’s closing VWAP is under $4.00 per share. VWAP stands for the average trading price, weighted by share volume.
The deal isn’t close to done. There’s still a list of hurdles: final merger paperwork, GrowHub shareholder sign-off for new merger shares under Nasdaq rules, Nasdaq has to approve listing the new shares, there are regulatory steps, EnChem needs PCAOB-standard audits, and the SEC still has to declare registration statements effective.
Control shifts too. The term sheet calls for all current GrowHub directors and top execs to step down at closing. Class B shares go one-for-one into Class A. After that, EnChem’s picks get every board and senior management spot.
GrowHub is in a different business than EnChem. GrowHub calls itself a supply-chain traceability and authenticity platform built on blockchain. EnChem focuses on battery electrolytes, a space where EnChem, Capchem, and Guangzhou Tinci Materials Technology are listed as top players by MarketsandMarkets. The GrowHub Investor Relations
EnChem is moving forward with a localization push in battery materials. EnChem CEO Oh Jung-Kang told Theworldfolio in a 2024 interview that Chinese players are “cut off from the American supply chain.” He said this “window of opportunity for Korean companies,” includes EnChem. Theworldfolio
GrowHub announced the deal only a few days after it got a compliance notice. The company said Nasdaq told it on May 26 that it fell below the minimum stockholders’ equity standard for the Nasdaq Capital Market. GrowHub now has until July 10 to put together a plan to get back in compliance.
GrowHub reported in its 2025 annual filing that revenue dropped to S$83,032, or $64,574. That’s down from S$237,014 last year. Net loss was S$17.2 million, or $13.4 million, deeper than before. The company paid much higher professional fees after listing. It also showed a $2.3 million shareholders’ deficit in U.S. dollars.
But investors may move before the filing drops. The deal falls apart if the parties miss approvals, audited financials, registration, or the $4.00 VWAP line, and even if it goes through, current holders get hit with big dilution. Nasdaq compliance is still a separate deadline risk for the shares.
