Data443 Risk Mitigation enters business combination agreement with SPAC Four Leaf

What happened

Data443 Risk Mitigation, Inc., a North Carolina-based provider of data security and privacy software, announced on September 2, 2026 that it has entered into a Business Combination Agreement with Four Leaf Acquisition Corporation, a special purpose acquisition company (SPAC), and a subsidiary of Four Leaf. The agreement was signed on August 27, 2026.

Under the deal, Four Leaf will merge into a newly created entity, NewCo, which will then become the parent of Data443. Data443's stockholders will receive shares of NewCo's common stock in exchange for their Data443 shares, and NewCo is expected to apply for listing on the Nasdaq stock exchange. The transaction requires approval from both Data443's and Four Leaf's stockholders, among other conditions.

Data443's stock soared on the announcement. Shares rose 50% on September 2, from $0.0002 to $0.0003, on volume of about 455 million shares, compared to an average daily volume of about 3.1 million shares.

The filing also notes that Data443's CEO, Jason Remillard, is also the chairman and CEO of Four Leaf and controls a company that owns a stake in Four Leaf's sponsor. The deal was negotiated by a special committee of Four Leaf's independent directors, and it requires approval from Four Leaf stockholders unaffiliated with the sponsor and Remillard.

The deal details

The merger consideration will be based on an equity value of Data443 and a reference value of $10.00 per share of NewCo common stock. The number of NewCo shares to be issued will be determined by dividing Data443's equity value by $10.00.

Before the merger closes, Data443 must convert at least $10.0 million of its outstanding debt into shares of its own common stock. If less than $10.0 million is converted, the base value of the deal is reduced dollar-for-dollar. This condition suggests the debt conversion is important to the deal's economics.

Jason Remillard, Data443's founder and CEO, will continue as CEO and President of the combined company for at least three years after the deal closes. He also owns a significant stake in both companies.

The merger agreement includes a 2% escrow of newly issued shares to cover potential indemnification claims. The transaction is subject to customary closing conditions, including SEC effectiveness of a Form S-4 registration statement and approval of NewCo's stock for listing on Nasdaq.

What this means

A Form 8-K is a current report that public companies must file with the SEC to announce major events, such as entering into a material agreement. Item 1.01 is used for new agreements, and Item 7.01 covers Regulation FD disclosures, which is why the company also issued a press release.

The transaction described is a business combination with a SPAC, a shell company that raises money in an IPO to buy a private company and take it public. Here, Data443 is the target, and the SPAC is Four Leaf Acquisition Corporation. The deal structure — with NewCo as the surviving public entity — is common in SPAC transactions.

Data443 is a small company whose shares trade on the OTC Markets under the symbol ATDS, which means it is not listed on a major exchange like Nasdaq. The deal is designed to give Data443's stockholders shares in a new company that would be listed on Nasdaq, potentially providing more liquidity and visibility.

The mention of a $10.00 reference price is typical for SPAC deals, often set to match the SPAC's IPO price. The debt conversion requirement is notable because it suggests Data443 carries significant debt that needs to be cleared before the merger. The non-binding nature of the deal means the transaction is not guaranteed to close; both shareholder groups must approve, and regulatory and listing requirements must be met.

For a reader outside finance: a SPAC is a publicly traded shell company created to buy a private company. This agreement is essentially a plan for Data443 to become public via a merger with such a shell, subject to many conditions. The stock price movement reflects investor reaction to the announcement, but the deal could still fall through.