Soulpower Acquisition Corp. (SOUL) Form 8-K — Sep 3, 2026
Soulpower Acquisition Corporation (NYSE: SOUL), a Cayman Islands SPAC, filed an 8-K disclosing a Second Amendment, effective August 28, 2026, to its Business Combination Agreement with SWB Holdings and SWB LLC, originally signed November 24, 2025 and previously amended on March 26, 2026. The amendment re-cuts the merger consideration payable to SWB equityholders to 120% of the Company Net Asset Amount plus 20% of the Uruguay Contribution Amount plus $60,000,000 for the Carident AG put option, with shares valued at $10.00 each.
Key figures
- Outside date
- April 2, 2027 (extended from nine-month anniversary of Signing Date)
- Original bca date
- November 24, 2025
- Put option amount
- $60,000,000 representing 6,000,000 Pubco Class A Shares underlying the Carident AG put option
- Merger share value
- $10.00 per share
- First amendment date
- March 26, 2026
- Uruguay cash payment
- $5,000,000 payable by SWB or Pubco upon post-closing Uruguay contribution
- Second amendment date
- August 28, 2026
- Uruguay earnout shares
- 111500000
- Uruguay milestone shares
- 5000000
- Minimum closing condition
- Company Net Asset Amount of at least $250 million
- Merger consideration formula
- 120% of Company Net Asset Amount + 20% of Uruguay Contribution Amount + $60,000,000 Put Option Amount
Price after filing
Close on the filing date to close N calendar days later (from $10.46). Historical, not a forecast.
AI analysis
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