Aureus Greenway Holdings Inc (PUSA) Form 424B3 — Sep 8, 2026
Aureus Greenway Holdings (Nasdaq: PUSA) filed a 424B3 information statement/prospectus for its merger with Autonomous Power Corporation (d/b/a Powerus), a drone and defense technology company. Each Powerus share will convert into 599.18229 AGH shares, and 55 million earn-out shares have been deemed fully earned and vested at closing under Amendment No. 1. Once the merger closes, expected in the second half of 2026, former Powerus stockholders will own about 83.0% of the combined company, which will be renamed Powerus Corporation, while existing AGH holders retain 17.0% of common stock and only 7.6% of voting power.
Key figures
- Shares Outstanding
- 27643582
- Exchange ratio
- 599.18229
- Merger end date
- December 31, 2026
- Lockup period days
- 180
- Accounting treatment
- reverse acquisition; Powerus treated as acquirer
- Agh warrants outstanding
- 81726585
- Preferred votes per share
- 20
- Powerus shares outstanding
- 132952
- Saker contingent rsu grant
- 200000
- Closing price sep 3 2026 usd
- 3.77
- Trust voting power at consent
- approximately 91%
- Fox estimated newco voting pct
- approximately 38%
- Agh registered holders of record
- 17
- Earn out additional dilution pct
- approximately 67% to pre-Merger AGH stockholders
- Post merger agh holders common pct
- 17.0%
- Post merger agh holders voting pct
- 7.6%
- Sinensky estimated newco voting pct
- approximately 19%
- Vintfeld estimated newco voting pct
- approximately 19%
- Pre announcement close mar 6 2026 usd
- 4.88
- Series a preferred shares outstanding
- 10000000
- Post merger powerus holders common pct
- 83.0%
- Post merger powerus holders voting pct
- 92.4%
- Replacement options expected at closing
- 23141023
- Earn out shares deemed vested at closing
- 55000000
- Replacement warrants expected at closing
- 28570809
AI analysis
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