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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):
June 25, 2026
AmperCap Acquisition Company
(Exact name of registrant as specified in its
charter)
| Cayman Islands |
|
001-43322 |
|
61-2317653 |
|
(State or other jurisdiction
of incorporation) |
|
(Commission File Number) |
|
(IRS Employer
Identification No.) |
12 East 49th Street, 18th Floor
New York, NY
10017
(Address of principal executive offices, including
zip code)
Registrant’s telephone number, including
area code: (917) 907-1171
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 ordinary share and one right |
|
APMCU |
|
The Nasdaq Stock Market LLC |
| Ordinary shares, par value $0.0001 per share |
|
APMC |
|
The Nasdaq Stock Market LLC |
| Rights, each right entitling the holder to receive one-tenth (1/10) of one ordinary share upon the consummation of an initial business combination |
|
APMCR |
|
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 8.01.
Other Events.
Separate Trading
of Ordinary Shares and Share Rights
On
June 25, 2026, AmperCap Acquisition Company (the “Company”) announced that, commencing on or about June 29, 2026,
the holders of the units issued in its initial public offering (the “Units”), each Unit consisting of one
ordinary share of the Company, par value $0.0001 per share (the “Ordinary Shares”), and one right (the
“Share Right”) to receive one-tenth (1/10) of one Ordinary Share upon the consummation of the Company’s
initial business combination, may elect to separately trade the Ordinary Shares and the Share Rights included in the Units. Any Units not separated
will continue to trade on the Nasdaq Global Market under the symbol “APMCU.” The Ordinary Shares and the Share Rights
are expected to trade on the Nasdaq Global Market under the symbols “APMC” and “APMCR,” respectively.
Holders of Units will need to have their brokers contact Continental Stock Transfer & Trust Company, the Company’s
transfer agent, in order to separate the Units into Ordinary Shares and Share Rights.
A copy of the above-referenced announcement is included as Exhibit
99.1 to this Current Report on Form 8-K.
Item 9.01. Financial Statements
and Exhibits.
(d)
Exhibits
| Exhibit
No. |
|
Description |
| 99.1 |
|
Press Release dated June 25, 2026 |
| 104 |
|
Cover
Page Interactive Data File (embedded within the Inline XBRL document). |
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.
| |
AMPERCAP ACQUISITION COMPANY |
| |
|
|
| |
By: |
/s/ Harish Dadoo Gonzalez |
| |
|
Name: |
Harish Dadoo Gonzalez |
| |
|
Title: |
Co-Chief Executive Officer and Chief Financial Officer |
| |
|
|
|
| Dated: June 25, 2026 |
|
|
Exhibit 99.1
AmperCap
Acquisition Company Announces the Separate Trading of its Ordinary Shares and Rights, Commencing June 29, 2026
New
York, NY, June 25, 2026 (GLOBE NEWSWIRE) – AmperCap Acquisition Company (Nasdaq: APMCU) (the “Company”) announced
today that, commencing on or about June 29, 2026, holders of the units sold in the Company’s initial public offering may elect
to separately trade the Company’s ordinary shares and rights included in the units. The ordinary shares and rights that are separated
will trade on the Nasdaq Global Market under the symbols “APMC” and “APMCR,” respectively. Those units not separated
will continue to trade on the Nasdaq Global Market under the symbol “APMCU.”
This
press release shall not constitute an offer to sell or the solicitation of an offer to buy the securities of the Company, 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.
About
AmperCap Acquisition Company
AmperCap
Acquisition Company 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. The Company may pursue an acquisition opportunity
in any business or industry. The Company’s primary focus, however, will be on middle-market companies in or with strategic ties
to the United States and Mexico, with scalable business models, solid fundamentals, and clear opportunities to accelerate growth through
strategic and financial support.
Forward-Looking
Statements
This
press release may include, and oral statements made from time to time by representatives of the Company may include, “forward-looking
statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange
Act of 1934, as amended. Statements other than statements of historical fact included in this press release are forward-looking statements.
When used in this press release, words such as “anticipate,” “believe,” “continue,” “could,”
“estimate,” “expect,” “intend,” “may,” “might,” “plan,” “possible,”
“potential,” “predict,” “project,” “should,” “would” and similar expressions,
as they relate to us or our management team, identify forward-looking statements. Such forward-looking statements are based on the beliefs
of management, as well as assumptions made by, and information currently available to, the Company’s management. Actual results
could differ materially from those contemplated by the forward-looking statements as a result of certain factors detailed in the Company’s
filings with the Securities and Exchange Commission (“SEC”). All subsequent written or oral forward-looking statements
attributable to us or persons acting on our behalf are qualified in their entirety by this paragraph. 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.
Company
Contact
AmperCap
Acquisition Company
12
East 49th Street, 18th Floor
New
York, NY 10017
Attn:
Harish Dadoo Gonzalez
harish@ampercap.com