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Aureus Greenway Holdings Inc (PUSA) Form 424B3 — Sep 8, 2026

$PUSAForm 424B3Filed Sep 8, 2026, 4:00 PM ET0001493152-26-041764Original filing

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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AI-generated analysis of a public disclosure. Not investment advice; verify against the original document.