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Quantumsphere Acquisition Corporation Announces Termination of the Agreement and Plan of Merger with SACH Pte. Ltd.

(Positive)

Quantumsphere Acquisition Corporation (Nasdaq: QUMS) announced that it, together with QUMS Pubco Ltd. and SACH Merge Sub Ltd. (the “Purchaser Parties”), has terminated its October 3, 2025 Agreement and Plan of Merger with Omnivate Global Ltd. and SACH Pte. Ltd. (“SACH”). On September 1, 2026, the Purchaser Parties delivered written notice to SACH terminating the Merger Agreement under Section 13.2(a) after previously sending a July 14, 2026 notice and allowing a thirty‑day period for SACH to address specified matters. With the expiration of that period, the Purchaser Parties elected to end the agreement in accordance with its terms, so the transactions will not be consummated. The Purchaser Parties have reserved all rights and remedies available under the Merger Agreement and applicable law. Quantumsphere stated it intends to continue evaluating opportunities to complete an initial business combination.

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Positive

  • Termination executed per contract terms, preserving rights and remedies under the Merger Agreement and applicable law
  • Company continues to seek a business combination, stating its intention to evaluate other initial business combination opportunities

Negative

  • Merger with Omnivate Global and SACH Pte. Ltd. terminated, so the contemplated business combination will not be consummated
  • Increased uncertainty on de‑SPAC timeline as Quantumsphere must identify and negotiate a new initial business combination target

AI-generated analysis. How Rhea-AI works. Not financial advice.

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NEW YORK, Sept. 01, 2026 (GLOBE NEWSWIRE) -- Quantumsphere Acquisition Corporation (Nasdaq: QUMS) (the “Company”) announced today that the Company, QUMS Pubco Ltd. and SACH Merge Sub Ltd. (collectively, the “Purchaser Parties”) have terminated the Agreement and Plan of Merger, dated October 3, 2025 (the “Merger Agreement”), with Omnivate Global Ltd. and SACH Pte. Ltd. (“SACH”).

On September 1, 2026, the Purchaser Parties delivered written notice to SACH terminating the Merger Agreement pursuant to Section 13.2(a) thereof. Prior to delivering the Termination Notice, the Purchaser Parties had delivered notice to SACH on July 14, 2026 regarding certain matters under the Merger Agreement and providing the applicable thirty-day period contemplated by the Merger Agreement to address such matters. Following the expiration of such period, the Purchaser Parties elected to terminate the Merger Agreement in accordance with its terms. Accordingly, the transactions contemplated by the Merger Agreement will not be consummated. The Purchaser Parties have reserved all rights and remedies available under the Merger Agreement and applicable law.

The Company intends to continue evaluating opportunities to complete an initial business combination.

About Quantumsphere Acquisition Corporation

Quantumsphere Acquisition Corporation is a blank check company formed for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses. The Company’s efforts to identify a prospective target business will not be limited to a particular industry or geographic region.

Forward-Looking Statements

This press release includes forward-looking statements that involve risks and uncertainties. Forward-looking statements are statements that are not historical facts. Such forward-looking statements are subject to risks and uncertainties, which could cause actual results to differ from the forward-looking statements. The Company expressly disclaims any obligation or undertaking to publicly release any updates or revisions to any forward-looking statements contained herein to reflect any change in the Company’s expectations with respect thereto or any change in events, conditions or circumstances on which any statement is based, except as required by applicable law.

Contact

Ping Zhang
Chief Executive Officer
Email: pzhang@quantumsphere.com
Tel: (212) 574-4425


FAQ

What did Quantumsphere Acquisition Corporation (QUMS) announce about its merger with SACH Pte. Ltd. on September 1, 2026?

Quantumsphere Acquisition Corporation announced it has terminated its Merger Agreement with Omnivate Global and SACH Pte. Ltd. According to Quantumsphere, written termination notice was delivered on September 1, 2026, under Section 13.2(a), so the contemplated transactions will not be consummated.

Why was the QUMS merger agreement with Omnivate Global and SACH Pte. Ltd. terminated?

The merger was terminated after the Purchaser Parties delivered a July 14, 2026 notice about certain matters and allowed a thirty‑day period. According to Quantumsphere, after that period expired, the Purchaser Parties elected to terminate in accordance with Section 13.2(a).

What happens to the planned business combination between QUMS and SACH Pte. Ltd. after the termination?

The planned business combination between QUMS and SACH Pte. Ltd. will not proceed. According to Quantumsphere, the transactions contemplated by the Merger Agreement will not be consummated following the September 1, 2026 termination by the Purchaser Parties.

What are Quantumsphere Acquisition Corporation’s plans after ending the merger with SACH Pte. Ltd. (QUMS)?

Quantumsphere plans to keep searching for a suitable target for an initial business combination. According to Quantumsphere, the company intends to continue evaluating opportunities to complete an initial business combination despite terminating the SACH transaction.

Did Quantumsphere Acquisition Corporation (QUMS) reserve any rights after terminating the SACH merger agreement?

Yes, the Purchaser Parties reserved all rights and remedies available under the Merger Agreement and applicable law. According to Quantumsphere, these rights remain intact following the September 1, 2026 termination of the Agreement and Plan of Merger.

When was the original Merger Agreement between QUMS and SACH Pte. Ltd. signed and when was it terminated?

The Merger Agreement was originally dated October 3, 2025 and terminated on September 1, 2026. According to Quantumsphere, the Purchaser Parties delivered the formal termination notice on September 1, 2026, after a thirty‑day period following a July 14, 2026 notice.