Shorepower Technologies (OTC: SPEV) Enters Merger Agreement with Aeternum Health LLC and Announces Strategic Transition to Longevity-Focused Healthcare Platform
Rhea-AI Summary
Shorepower Technologies (OTC: SPEV) entered a merger agreement dated Feb 17, 2026 to combine with Aeternum Health, with Shorepower as the surviving entity. The company will pivot from transportation electrification to longevity-focused healthcare services, products, and solutions.
Transaction terms include issuance of common stock representing 51% ownership to Aeternum's sole member, issuance of 2,000,000 Series B preferred shares (each with voting power equal to 40 common shares), transfer of peptide know-how and IP, a minimum $1.5 million cash contribution, and contribution of a peptide commercialization business. The parties intend the merger to qualify as a tax-free reorganization under Section 368(a). Leadership will change: Jeff Kim will resign and Paul E. Mann will become CEO and sole board member upon closing.
Positive
- Acquisition of peptide know-how and associated intellectual property
- Minimum cash infusion of $1.5 million to support transition
- Strategic pivot to longevity healthcare market may open new revenue streams
- Change in leadership to Paul E. Mann aligns with new business focus
Negative
- Issuance of common stock representing 51% shifts majority ownership
- 2,000,000 Series B preferred shares with high voting power may dilute control
- Core transportation electrification strategy will be abandoned, risking existing market position
News Market Reaction – SPEV
On the day this news was published, SPEV gained 31.17%, reflecting a significant positive market reaction.
Data tracked by StockTitan Argus on the day of publication.
HILLSBORO, Ore., Feb. 24, 2026 (GLOBE NEWSWIRE) -- Shorepower Technologies, Inc. (OTC: SPEV) ("Shorepower" or the "Company") today announced that it has entered into an Agreement and Plan of Merger dated February 17, 2026, with Aeternum Health LLC ("Aeternum Health"), pursuant to which Aeternum Health will merge with and into Shorepower, with Shorepower continuing as the surviving entity.Upon completion of the merger, the Company intends to transition its strategic focus from transportation electrification infrastructure to the development of services, products, and solutions designed to increase longevity and optimize health outcomes.
Transaction Summary
- Issuance of common stock representing
51% ownership of the Company to the sole member of Aeternum Health. - Issuance of 2,000,000 shares of Series B Preferred Stock, each share having voting power equal to 40 shares of common stock.
- Transfer to the Company of know-how and data relating to a novel peptide mix in development for longevity and anti-aging, together with associated intellectual property.
- Contribution of a minimum of
$1.5 million in cash. - Contribution of a business related to commercialization of the peptide technology.
The parties intend for the merger to qualify as a tax-free reorganization under Section 368(a) of the Internal Revenue Code.
Leadership Changes
As part of the transaction, Jeff Kim will resign as President, Chief Executive Officer, and sole director of the Company. Paul E. Mann, Manager of Aeternum Health, will become President, Chief Executive Officer, and sole member of the Board of Directors of the Company upon closing of the merger.
About Paul E. Mann
Mr. Mann, age 49, brings over two decades of experience in biotechnology, healthcare investing, and public company leadership. He currently serves as Chairman and Chief Executive Officer of ASP Isotopes Inc. (Nasdaq: ASPI), a company he co-founded in 2021.
Prior to founding ASP Isotopes, Mr. Mann held senior investment roles at Soros Fund Management, Highbridge Capital, and DSAM Partners, where he managed and directed significant capital allocations in healthcare, biotechnology, and chemicals sectors. Earlier in his career, he spent 11 years as a sell-side analyst at Morgan Stanley and Deutsche Bank, where he co-managed top-ranked healthcare research teams and advised numerous pharmaceutical companies.
He began his career as a research scientist at Procter & Gamble and is named as the inventor on multiple skincare formulations. Mr. Mann holds an MA (Cantab) and MEng from Cambridge University in Natural Sciences and Chemical Engineering and is a CFA charterholder.
Corporate Actions
- Planned corporate name change to Aeternum Health Inc.
- Increase in authorized common shares to 250 million.
- Spin-out of the Company’s existing transportation electrification business.
Financial statements and pro forma financial information relating to Aeternum Health will be filed by amendment within 71 calendar days of the initial Form 8-K filing.
About Shorepower Technologies, Inc.
Shorepower Technologies, Inc. (OTC: SPEV) designs, manufactures, and operates transportation electrification equipment, including systems for truck stops, electric transport refrigeration units, and electric vehicle supply equipment. Following completion of the merger, the Company intends to focus on longevity and health optimization technologies.
Forward-Looking Statements
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements include statements regarding the expected completion of the merger, strategic repositioning, commercialization of peptide technologies, corporate name change, spin-out of legacy assets, and anticipated financial contributions.
Forward-looking statements are based on current expectations and assumptions and involve risks and uncertainties that could cause actual results to differ materially. These risks include, but are not limited to, the ability to consummate the merger, regulatory and stockholder approvals, integration risks, financing availability, development and commercialization risks, intellectual property risks, market acceptance, and general economic conditions.
Readers are cautioned not to place undue reliance on forward-looking statements, which speak only as of the date of this release. The Company undertakes no obligation to update or revise any forward-looking statements except as required by law.
Investor Relations Contact:
Shorepower Technologies, Inc.
5291 NE Elam Young Parkway, Suite 160 Hillsboro, OR 97124
(503) 892-7345
OTC: SPEV
