STOCK TITAN

ACP Holdings Acquisition (Nasdaq: ACGCU) closes IPO and funds $215.7M SPAC trust

Filing Impact
(High)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

ACP Holdings Acquisition Corp., a blank check company, completed its initial public offering and related private placements, raising substantial capital to pursue a future business combination. The company sold 20,000,000 units at $10.00 per unit, for gross proceeds of $200,000,000, and the underwriters partially exercised their over-allotment option for an additional 1,461,600 units, adding $14,616,000 in gross proceeds.

Concurrently, the sponsor and Roth Capital Partners purchased 485,000 private placement units for $4,850,000. In total, $215,689,080 of net proceeds from the IPO, over-allotment, and private placement was deposited into a trust account for the benefit of public shareholders. The company adopted amended and restated charter documents authorizing up to 500,000,000 Class A ordinary shares and appointed a five-member board, each receiving indemnification agreements.

Positive

  • Significant capital raised for business combination: The IPO, partial over-allotment exercise, and private placements generated gross proceeds of $219,466,000, with $215,689,080 deposited into a trust account to fund a future acquisition.

Negative

  • None.

Insights

ACP’s SPAC IPO secures over $215 million in trust for a future deal.

ACP Holdings Acquisition Corp. has completed its SPAC IPO, raising gross proceeds of $200,000,000 from 20,000,000 public units plus $14,616,000 from an over-allotment exercise and $4,850,000 via private placement units.

After costs, $215,689,080 was placed into a trust account for public shareholders, a typical SPAC structure that protects capital until an initial business combination closes, public shares are redeemed, or governing documents are amended. The amended charter also authorizes large share capacity, supporting flexibility for an eventual transaction.

The company targets businesses with enterprise values around $750 million or more, aligning the trust size with a potential larger-scale combination. Future filings describing a proposed merger and any shareholder redemption levels will determine how much of this capital is ultimately deployed into an operating target.

Item 1.01 Entry into a Material Definitive Agreement Business
The company signed a significant contract such as a merger agreement, credit facility, or major partnership.
Item 3.02 Unregistered Sales of Equity Securities Securities
The company sold equity securities in a private placement or other unregistered transaction.
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance
Key personnel changes including departures, elections, or appointments of directors and executive officers.
Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year Governance
The company amended its charter documents, bylaws, or changed its fiscal year.
Item 8.01 Other Events Other
Voluntary disclosure of events the company deems important to shareholders but not covered by other items.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
IPO units sold 20,000,000 units Initial public offering at $10.00 per unit
IPO gross proceeds $200,000,000 From sale of 20,000,000 units
Over-allotment units 1,461,600 units Partial exercise of underwriters’ over-allotment option
Over-allotment proceeds $14,616,000 Additional gross proceeds from over-allotment units
Private placement units 485,000 units 435,000 sponsor units and 50,000 units to representative
Private placement proceeds $4,850,000 Raised at $10.00 per private placement unit
Trust account balance $215,689,080 Net proceeds from IPO, over-allotment, and private placement
Warrant exercise price $11.50 per share Exercise price for each whole redeemable warrant
blank check company financial
"ACP Holdings Acquisition Corp. is a blank check company formed for the purpose of effecting a merger"
A blank check company is a publicly listed shell that raises money from investors before naming a specific business to buy or merge with, similar to handing a cashier a signed check and asking them to fill in the payee later. It matters to investors because it offers a faster, often cheaper path for private firms to become public, but carries extra risk since returns depend on the organizers’ ability to find a good deal and on limited information about the future business.
over-allotment option financial
"The Company has granted the underwriters a 45-day option to purchase up to an additional 3,000,000 units"
An over-allotment option is a special agreement that allows underwriters to sell more shares than initially planned if demand is high. Think of it like a retailer offering extra units of a popular product to meet additional customer interest. This option helps ensure the full sale is completed and can also give investors extra shares if they want more.
private placement units financial
"the Company consummated the private placement of 435,000 units to the Sponsor and an aggregate of 50,000 units to the Representative (collectively, the “Private Placement Units”)"
trust account financial
"a total of $201,000,000 of the net proceeds from the Offering and the Private Placement was placed in a trust account"
A trust account is a special bank or brokerage account where assets are held and managed by a designated person or firm (the trustee) for the benefit of another person or group (the beneficiary). It matters to investors because it separates assets from personal or corporate funds, can protect assets, control how and when money is used, and may affect tax or legal rights—think of it as a locked drawer opened only under agreed rules.
amended and restated memorandum and articles of association regulatory
"the Company filed its amended and restated memorandum and articles of association (the “Amended Articles”)"
registration rights agreement financial
"Registration Rights Agreement, dated April 6, 2026, among the Company, Union Street Sponsor, LLC and the holders signatory thereto"
A registration rights agreement is a contract that gives investors the option to have their ownership stakes officially registered with the government, making it easier to sell their shares later. This agreement matters because it provides investors with a clearer path to cash out their investments if they choose, offering more liquidity and confidence in their ability to sell their holdings when desired.
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

 

Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934

 

Date of report (Date of earliest event reported): April 6, 2026

 

ACP Holdings Acquisition Corp.

(Exact name of registrant as specified in its charter)

 

Cayman Islands   001-43225   98-1923384
(State or other jurisdiction
of incorporation)
  (Commission File Number)   (I.R.S. Employer
Identification No.)

 

3131 Eastside Street

Houston, Texas

  77098
(Address of principal executive offices)   (Zip Code)

 

(832) 810-6648
(Registrant’s telephone number, including area code)

 

Not Applicable
(Former name or former address, if changed since last report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

  Trading Symbol(s)   Name of each exchange on which registered
Units, each consisting of one Class A ordinary share and one-half of one redeemable warrant   ACGCU   The Nasdaq Stock Market LLC
Class A ordinary shares, par value $0.0001 per share   ACGC   The Nasdaq Stock Market LLC
Warrants, each whole warrant exercisable for one Class A ordinary share at an exercise price of $11.50   ACGCW   The Nasdaq Stock Market LLC

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company  

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  

 

 

 

 

 

 

Item 1.01. Entry into a Material Definitive Agreement.

 

On April 6, 2026, the registration statement on Form S-1 (File No. 333-294120) (the “Registration Statement”) relating to the initial public offering (the “Offering”) of ACP Holdings Acquisition Corp., a Cayman Islands exempted company (the “Company”), was declared effective by the U.S. Securities and Exchange Commission.

 

On April 8, 2026, the Company consummated the Offering of 20,000,000 units (the “Units”). Each Unit consists of one Class A ordinary share, par value $0.0001 per share (“Class A Ordinary Shares”), and one-half of one redeemable warrant (each, a “Warrant”), each whole Warrant entitling the holder thereof to purchase one Class A Ordinary Share at an exercise price of $11.50 per share, subject to adjustment. The Units were sold at an offering price of $10.00 per Unit, generating gross proceeds to the Company of $200,000,000. The Company granted Roth Capital Partners, LLC, the underwriter in the offering, the right to purchase up to an additional 3,000,000 units to cover over-allotments, within 45 days of the closing (the “Over-Allotment Option”).

 

On April 10, 2026, 1,461,600 additional Units were issued pursuant to the underwriters’ partial exercise of over-allotment and sold at an offering price of $10.00 per Unit, generating additional gross proceeds to the Company of $14,616,000 (the “Over-Allotment Option Units”). The closing of the issuance and sale of the Over-Allotment Option Units occurred on April 10, 2026.

 

In connection with the Offering, the Company entered into the following agreements, forms of which were previously filed as exhibits to the Registration Statement:

 

An Underwriting Agreement, dated April 6, 2026, between the Company and Roth Capital Partners, LLC, as representative of the underwriters named therein (the “Representative”), a copy of which is filed as Exhibit 1.1 to this Current Report on Form 8-K (this “Report”) and incorporated herein by reference;

 

A Warrant Agreement, dated April 6, 2026, between the Company and Odyssey Transfer and Trust Company (“Odyssey”), as warrant agent, a copy of which is filed as Exhibit 4.1 to this Report and incorporated herein by reference;

 

A Letter Agreement, dated April 6, 2026, among the Company, its directors and officers and Union Street Sponsor, LLC (the “Sponsor”), a copy of which is filed as Exhibit 10.1 to this Report and incorporated herein by reference;

 

An Investment Management Trust Agreement, dated April 6, 2026, between the Company and Odyssey, as trustee, a copy of which is filed as Exhibit 10.2 to this Report and incorporated herein by reference;

 

A Registration Rights Agreement, dated April 6, 2026, among the Company, the Sponsor and the holders signatory thereto, a copy of which is filed as Exhibit 10.3 to this Report and incorporated herein by reference;

 

A Private Placement Units Purchase Agreement, dated April 6, 2026, between the Company and the Sponsor, a copy of which is filed as Exhibit 10.4 to this Report and incorporated herein by reference;

 

A Private Placement Units Purchase Agreement, dated April 6, 2026, between the Company and the Representative, a copy of which is filed as Exhibit 10.5 to this Report and incorporated herein by reference;

 

A Services Agreement, dated April 6, 2026, between the Company and the Sponsor a copy of which is filed as Exhibit 10.6 to this Report and incorporated herein by reference; and

 

Indemnity Agreements, each dated April 6, 2026, between the Company and each director and executive officer of the Company (the “Indemnity Agreements”), the form of which is filed as Exhibit 10.7 to this Report and incorporated herein by reference.

 

1

 

 

Item 3.02. Unregistered Sales of Equity Securities.

 

On April 8, 2026, simultaneously with the consummation of the Offering, the Company consummated the private placement of 435,000 units to the Sponsor and an aggregate of 50,000 units to the Representative (collectively, the “Private Placement Units”) at a price of $10.00 per Private Placement Unit, generating gross proceeds of $4,850,000 (the “Private Placement”). No underwriting discounts or commissions were paid with respect to the Private Placement. The Private Placement was conducted as a non-public transaction and, as a transaction by an issuer not involving a public offering, is exempt from registration under the Securities Act in reliance upon Section 4(a)(2) of the Securities Act. The Private Placement Units are identical to the Units, except that so long as they are held by the Sponsor or its permitted transferees, the Private Placement Units (including the securities comprising such units and the Class A ordinary shares issuable upon exercise of the private placement warrants) (i) may not, subject to certain limited exceptions, be transferred, assigned or sold by the holders until 30 days after the completion of our initial business combination, (ii) will be entitled to registration rights and (iii) with respect to private placement warrants included in the Private Placement Units held by the Representative and/or its designees, will not be exercisable more than five years from the commencement of sales in the Company’s initial public offering in accordance with FINRA Rule 5110(g)(8).

 

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

 

Effective as of April 6, 2026, the Company’s board of directors is comprised of the following individuals: Andrew Mallozzi, Andrew Sung, Sean Wallace, August Roth, and Jonathan Urfrig. Additional information regarding, among other things, each individual’s background, board committee membership and compensatory arrangements is contained in the Registration Statement and is incorporated herein by reference.

 

On April 6, 2026, the Company entered into the Indemnity Agreements with each of Andrew Mallozzi, Andrew Sung, Sean Wallace, August Roth, and Jonathan Urfrig, which require the Company to indemnify each of them to the fullest extent permitted by applicable law and to advance expenses incurred as a result of any proceeding against them as to which they could be indemnified. The foregoing description of the Indemnity Agreements is qualified in its entirety by reference to the full text of the form of Indemnity Agreement filed as Exhibit 10.7 to this Report, which is incorporated herein by reference.

 

Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

 

On April 6, 2026, the Company filed its amended and restated memorandum and articles of association (the “Amended Articles”) with the Registrar of Companies in the Cayman Islands. Among other things, the Amended Articles authorize the issuance of up to (i) 500,000,000 Class A Ordinary Shares, (ii) 50,000,000 Class B ordinary shares, par value $0.0001 per share, and (iii) 5,000,000 preference shares, par value $0.0001 per share. The terms of the Amended Articles are set forth in the Registration Statement and are incorporated herein by reference. The foregoing description of the Amended Articles is qualified in its entirety by reference to the full text of the Amended Articles, a copy of which is filed as Exhibit 3.1 to this Report and incorporated herein by reference.

 

2

 

 

Item 8.01. Other Events.

 

On April 8, 2026, a total of $201,000,000 of the net proceeds from the Offering and the Private Placement was placed in a trust account established for the benefit of the Company’s public shareholders (the “Trust Account”), with Odyssey acting as trustee. On April 10, 2026, an additional $14,689,080 consisting of the net proceeds from the sale of the Over-Allotment Option Units and the Private Placement was placed in the Trust Account, resulting in a total of $215,689,080 held in the Trust Account. Except with respect to interest earned on the funds held in the Trust Account that may be released to the Company to pay its taxes (excluding any 1% U.S. federal excise tax on stock repurchases under the Inflation Reduction Act of 2022, or similar tax, that is imposed on us, if any), if any, the funds held in the Trust Account will not be released from the Trust Account until the earliest of (i) the completion of our initial business combination, (ii) the redemption of our public shares if we are unable to complete our initial business combination within the completion window, subject to applicable law, or (iii) the redemption of our public shares properly submitted in connection with a shareholder vote to amend our amended and restated memorandum and articles of association to (A) modify the substance or timing of our obligation to allow redemption in connection with our initial business combination or to redeem 100% of our public shares if we have not consummated an initial business combination within the completion window or (B) with respect to any other material provisions relating to shareholders’ rights or pre-initial business combination activity.

 

On April 6, 2026, the Company issued a press release announcing the pricing of the Offering, and on April 8, 2026, the Company issued a press release announcing the closing of the Offering. Copies of such press releases are filed as Exhibits 99.1 and 99.2, respectively, to this Report and incorporated herein by reference.

 

Item 9.01. Financial Statements and Exhibits.

 

(d) Exhibits.

 

Exhibit No.   Description
1.1   Underwriting Agreement, dated April 6, 2026, between the Company and Roth Capital Partners, LLC.
3.1   Amended and Restated Memorandum and Articles of Association of the Company.
4.1   Warrant Agreement, dated April 6, 2026, between the Company and Odyssey Transfer & Trust Company.
10.1   Letter Agreement, dated April 6, 2026, among the Company, its directors and officers and Union Street Sponsor, LLC.
10.2   Investment Management Trust Agreement, dated April 6, 2026, between the Company and Odyssey Transfer & Trust Company.
10.3   Registration Rights Agreement, dated April 6, 2026, among the Company, Union Street Sponsor, LLC and the holders signatory thereto.
10.4   Private Placement Units Purchase Agreement, dated April 6, 2026, between the Company and Union Street Sponsor, LLC.
10.5   Private Placement Units Purchase Agreement, dated April 6, 2026, between the Company and Roth Capital Partners, LLC.
10.6   Services Agreement, dated April 6, 2026, between the Company and Union Street Sponsor, LLC.
10.7   Form of Indemnity Agreement (incorporated by reference to an exhibit to the Registrant’s Form S-1 (File No. 333-294120), filed with the SEC on April 6, 2026).
99.1   Press Release, dated April 6, 2026.
99.2   Press Release, dated April 8, 2026.
104   Cover Page Interactive Data File (embedded within the Inline XBRL document).

 

3

 

 

SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

  ACP HOLDINGS acquisition corp.
     
  By: /s/ Andrew Mallozzi
  Name: Andrew Mallozzi
  Title: Chief Executive Officer

 

Date: April 10, 2026

 

4

 

Exhibit 99.1

 

ACP Holdings Acquisition Corp. Announces Pricing of $200 Million Initial Public Offering

 

HOUSTON, TX, April 06, 2026 (GLOBE NEWSWIRE) -- ACP Holdings Acquisition Corp. (the “Company”) today announced the pricing of its initial public offering of 20,000,000 units at a price of $10.00 per unit. The units are expected to commence trading on April 7, 2026 on the Global Market tier of The Nasdaq Stock Market LLC (“Nasdaq”) under the ticker symbol “ACGCU.”

 

Each unit sold in the offering consists of one Class A ordinary share and one-half of one redeemable warrant, with each whole warrant exercisable to purchase one Class A ordinary share at a price of $11.50 per share, subject to certain adjustments. No fractional warrants will be issued upon separation of the units and only whole warrants will trade. Once the securities comprising the units begin separate trading, the Class A ordinary shares and warrants are expected to be listed on Nasdaq under the symbols “ACGC” and “ACGCW,” respectively. The offering is expected to close on April 8, 2026, subject to customary closing conditions.

 

ACP Holdings Acquisition Corp. is a blank check company formed for the purpose of effecting a merger, amalgamation, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses. While the Company may pursue an initial business combination target in any industry or geographic region, it intends to focus on companies that have an aggregate enterprise value of approximately $750 million or greater, that complement the Company’s management team’s background of identifying and executing on private credit investments. The Company’s sponsor is an affiliate of Atlas Credit Partners, a Houston, Texas based investment manager providing direct financing solutions to both public and private middle market companies.

 

Roth Capital Partners is acting as the sole book-running manager for the offering. The Company has granted the underwriters a 45-day option to purchase up to an additional 3,000,000 units at the initial public offering price to cover over-allotments, if any.

 

A registration statement relating to these securities was declared effective by the U.S. Securities and Exchange Commission (the “SEC”) on April 6, 2026. The offering is being made only by means of a prospectus. Copies of the prospectus may be obtained, when available, from Roth Capital Partners, 888 San Clemente, Suite 400, Newport Beach, CA 92660, (800) 678-9147, or by visiting the SEC’s website at www.sec.gov.

 

This press release shall not constitute an offer to sell or a solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

 

FORWARD-LOOKING STATEMENTS

 

This press release contains statements that constitute “forward-looking statements,” including with respect to the proposed initial public offering, the anticipated use of the net proceeds from the offering, and search for an initial business combination. No assurance can be given that the offering discussed above will be completed on the terms described, or at all, or that the net proceeds of the offering will be used as indicated, or that the Company will ultimately complete a business combination transaction. The Company expressly disclaims any obligations or undertaking to release publicly 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. Forward-looking statements are subject to numerous conditions, many of which are beyond the control of the Company, including those set forth in the Risk Factors section of the Company’s registration statement and preliminary prospectus for the Company’s offering filed with the SEC. Copies are available on the SEC’s website, www.sec.gov. The Company undertakes no obligation to update these statements for revisions or changes after the date of this release, except as required by law.

 

CONTACTS

 

Andrew Mallozzi

Chief Executive Officer

ACP Holdings Acquisition Corp.

(832) 810-6648

dmallozzi@atlascreditpartners.com

 

Andrew Sung

Chief Financial Officer

ACP Holdings Acquisition Corp.

(832) 810-6648

asung@atlascreditpartners.com

Exhibit 99.2

 

ACP Holdings Acquisition Corp. Announces Closing of $200 Million Initial Public Offering

 

HOUSTON, TX, April 08, 2026 (GLOBE NEWSWIRE) — ACP Holdings Acquisition Corp. (Nasdaq: ACGCU) (the “Company”) today announced the closing of its initial public offering of 20,000,000 units, at a public offering price of $10.00 per unit. Each unit sold in the offering consists of one Class A ordinary share and one-half of one redeemable warrant, with each whole warrant exercisable to purchase one Class A ordinary share at a price of $11.50 per share, subject to certain adjustments.

 

The units are listed on the Global Market tier of the Nasdaq Stock Market LLC (“Nasdaq”) and commenced trading under the ticker symbol “ACGCU” on April 7, 2026. Once the securities comprising the units begin separate trading, the Class A ordinary shares and warrants are expected to be listed on Nasdaq under the symbols “ACGC” and “ACGCW,” respectively.

 

Concurrently with the closing of the initial public offering, the Company closed on a private placement of 485,000 units at a price of $10.00 per unit. Union Street Sponsor, LLC, the Company’s sponsor, purchased 435,000 of the private placement units and Roth Capital Partners purchased 50,000 of the private placement units. Each private placement unit consists of one Class A ordinary share and one-half of one redeemable warrant, with each whole warrant exercisable to purchase one Class A ordinary share at a price of $11.50 per share. Of the proceeds received from the consummation of the initial public offering and a simultaneous private placement of units, $201,000,000 (or $10.05 per unit sold in the public offering) was placed in trust.

 

ACP Holdings Acquisition Corp. is a blank check company formed for the purpose of effecting a merger, amalgamation, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses. While the Company may pursue an initial business combination target in any industry or geographic region, it intends to focus on companies that have an aggregate enterprise value of approximately $750 million or greater, that complement the Company’s management team’s background of identifying and executing on private credit investments. The Company’s sponsor is an affiliate of Atlas Credit Partners, a Houston, Texas based investment manager providing direct financing solutions to both public and private middle market companies.

 

Roth Capital Partners acted as the sole book-running manager for the offering.

 

A registration statement relating to these securities was declared effective by the U.S. Securities and Exchange Commission (the “SEC”) on April 6, 2026. The offering was made only by means of a prospectus. Copies of the prospectus may be obtained from Roth Capital Partners, 888 San Clemente, Suite 400, Newport Beach, CA 92660, (800) 678-9147, or by visiting the SEC’s website at www.sec.gov.

 

This press release shall not constitute an offer to sell or a solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

 

FORWARD-LOOKING STATEMENTS

 

This press release contains statements that constitute “forward-looking statements,” including with respect to the Company’s search for an initial business combination and the anticipated use of the net proceeds of the initial public offering and simultaneous private placement. No assurance can be given that the net proceeds of the offering will be used as indicated, or that the Company will ultimately complete a business combination transaction. The Company expressly disclaims any obligations or undertaking to release publicly 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. Forward-looking statements are subject to numerous conditions, many of which are beyond the control of the Company, including those set forth in the Risk Factors section of the Company’s registration statement and prospectus for the Company’s initial public offering filed with the SEC. Copies are available on the SEC’s website, www.sec.gov. The Company undertakes no obligation to update these statements for revisions or changes after the date of this release, except as required by law.

 

CONTACTS

 

Andrew Mallozzi

Chief Executive Officer

ACP Holdings Acquisition Corp.

(832) 810-6648

dmallozzi@atlascreditpartners.com

 

Andrew Sung

Chief Financial Officer

ACP Holdings Acquisition Corp.

(832) 810-6648

asung@atlascreditpartners.com

FAQ

How much capital did ACP Holdings Acquisition Corp. (ACGCU) raise in its IPO?

ACP Holdings Acquisition Corp. raised gross proceeds of $200,000,000 from selling 20,000,000 units at $10.00 each. A partial over-allotment exercise added $14,616,000, and private placements brought in $4,850,000, supporting its planned business combination.

What is the structure of the ACGCU units and warrants?

Each ACGCU unit consists of one Class A ordinary share and one-half of one redeemable warrant. Each whole warrant allows the holder to purchase one Class A ordinary share at $11.50 per share, subject to adjustment, providing potential additional equity funding if exercised.

How much money from ACGCU’s IPO was placed in the trust account?

ACP Holdings Acquisition Corp. deposited $201,000,000 of net proceeds into a trust account at closing, then added $14,689,080 after the over-allotment. In total, $215,689,080 is held in trust for the benefit of public shareholders.

What are the key terms of ACGCU’s private placement units?

The sponsor and Roth Capital Partners purchased 485,000 private placement units at $10.00 per unit. These units mirror public units but have transfer restrictions, registration rights, and warrants subject to a five-year exercisability limit for units held by the representative and its designees.

What type of companies is ACP Holdings Acquisition Corp. targeting?

ACP Holdings Acquisition Corp. intends to pursue a business combination with companies having aggregate enterprise values of about $750 million or greater. It plans to focus on businesses that align with its management’s experience in identifying and executing private credit investments.

How many shares can ACP Holdings Acquisition Corp. issue under its new charter?

Under its amended and restated memorandum and articles of association, the company is authorized to issue up to 500,000,000 Class A ordinary shares, 50,000,000 Class B ordinary shares, and 5,000,000 preference shares, each with a par value of $0.0001 per share.

Filing Exhibits & Attachments

16 documents