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Aperture AC (APUR) SEC Filings

APUR NASDAQ
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Aperture AC’s amended ownership disclosure lists Feis Equities LLC and its managing member, Lawrence M. Feis, as each beneficially owning 399,692 Class A ordinary shares, or 3.65% of the class. Each reports sole voting and dispositive power over 399,692 shares, with no shared voting or dispositive power. The percentage is based on 10,961,000 Class A ordinary shares outstanding as of August 13, 2026.

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Aperture AC (APUR) and Atlantic HPC Group Inc. announced that Atlantic appointed Leo Lin as its new chief executive officer, effective October 1, 2026. Aperture and Atlantic are parties to a proposed business combination under an agreement dated September 10, 2026, and intend to file a Form S-4 registration statement.

Atlantic states that it has historically derived substantially all revenue to date from bitcoin mining and remains heavily dependent on mining for the foreseeable future. Its AI/HPC infrastructure business has not generated material revenue to date. Atlantic also describes the Ohio AI Campus as being in early stages, with utility approvals, interconnection agreements and infrastructure upgrades required before full commercial operation.

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Aperture AC (APUR) reported that Atlantic HPC Group Inc.’s board appointed Leo Lin as Atlantic’s chief executive officer, effective October 1, 2026. Lin succeeds Jacqueline Jiang, who stepped down as CEO and will continue as a member of Atlantic’s board. Lin has over 20 years of experience and previously held finance leadership roles at NIO USA, Karma Automotive and Eat Just.

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Aperture AC disclosed that Atlantic HPC Group Inc. completed the acquisition on September 23, 2026, of 100% of the membership interests of Valley Oasis Development LLC, a Dyersburg, Tennessee-based entity. Valley Oasis holds two power contracts with Dyersburg Electric System for 29 MW of aggregate contract demand and a one-acre land lease; the lease expires in March 2036 without an option to extend, and additional acreage Atlantic may require may not be secured on acceptable terms or at all.

A separate proposed business combination among Atlantic, Aperture and AP Ocean Merger Sub, Inc. remains subject to conditions including Aperture shareholder approval. Aperture and Atlantic intend to file a Form S-4 containing a proxy statement and prospectus.

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Aperture AC (APUR) reported that Atlantic HPC Group Inc., its proposed business-combination partner, completed its acquisition of 100% of Valley Oasis Development LLC on September 23, 2026. The purchase price was US$2.0 million, payable in a combination of U.S. dollars and USDT stablecoin. Valley Oasis holds two Dyersburg Electric System power contracts for 29 MW of aggregate contract demand and a one-acre land lease in Dyersburg, Tennessee.

Approximately 14.5 MW can be served on existing utility infrastructure following utility construction, subject to Atlantic funding utility construction costs; the remaining 14.5 MW requires substation transformer upgrades at Atlantic’s sole cost and subject to utility approval and timing. The estimated aid-to-construction amount of approximately US$3.9 million has not been paid, is subject to escalation and excludes deposits and fees; the utility will not begin procurement or construction scheduling until receipt. Atlantic reported 127 MW of utility-approved capacity, including 76 MW under development; utility-approved capacity does not mean delivery is approved or capacity is energized. Aperture and Atlantic intend to file a Form S-4 for their proposed business combination.

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Aperture AC (APUR) announced a Business Combination Agreement to merge with Atlantic HPC Group Inc., under which Atlantic stockholders will receive Aperture common stock valued at $150,000,000, with each share valued at $10.00. Before closing, Aperture will domesticate from the Cayman Islands to Delaware, then its merger subsidiary will combine with Atlantic, leaving Atlantic as a wholly owned subsidiary.

Atlantic stockholders may receive up to an additional 6,000,000 Earnout Shares of Aperture based on achieving either specified trading-price milestones or a data center lease milestone for a 5 megawatt Phase I facility within a five-year earnout period. The deal is subject to customary conditions, including shareholder approvals, SEC effectiveness of a Form S‑4 registration statement, completion of the domestication, stock exchange listing approval, and no Material Adverse Effect on Atlantic.

Related agreements include support agreements from a key Atlantic holder and the sponsor, lock-ups under which 70% of merger shares held by Atlantic stockholders are restricted for about six months (with early release triggers), non‑competition agreements with key individuals, and an amendment easing lock-up terms on portions of sponsor-held securities. Atlantic will fund Aperture’s transaction expenses via up to $1,000,000 in unsecured, non‑interest‑bearing loans.

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Aperture AC (APUR) entered into a Business Combination Agreement to acquire Atlantic HPC Group Inc. in an all-stock transaction valuing Atlantic at $150,000,000, with Aperture common stock issued at $10.00 per share. After a planned Domestication from Cayman to Delaware, a merger sub will merge into Atlantic, which will become a wholly owned subsidiary of Aperture.

Atlantic stockholders will receive their pro rata share of the stock consideration and may receive up to an additional 6,000,000 Earnout Shares if lease- and share-price-based milestones are met within five years after closing, including 3,000,000 shares tied to fully leasing the initial 5 megawatt data center phase for at least seven years. Closing is subject to shareholder approvals, regulatory clearances, SEC effectiveness of a Form S‑4 registration statement, completion of the Domestication, stock exchange listing approval and execution of multiple related support, lock-up and non-compete agreements.

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Aperture AC (APUR) announced a proposed business combination with Atlantic HPC Group Inc. under a Business Combination Agreement dated September 10, 2026. Aperture will complete a Domestication from the Cayman Islands to Delaware, then AP Ocean Merger Sub, Inc. will merge with and into Atlantic, which will become a wholly owned subsidiary of Aperture.

Atlantic stockholders will receive Aperture common stock with an aggregate value of $150,000,000, with each share valued at $10.00. They may also receive up to 6,000,000 Earnout Shares upon meeting milestones, including leasing the Company’s five megawatt Phase I data center for at least seven years and achieving volume-weighted average price targets of $12.50 and $15.00 over specified three-month periods. After closing, Aperture is expected to be renamed Atlantic HPC Corp., and an S-4 registration statement with proxy/prospectus materials is expected to be filed for shareholder approval.

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Aperture AC (APUR) announced a definitive Business Combination Agreement to merge with Atlantic HPC Group Inc., a U.S. digital infrastructure and bitcoin mining company expanding into AI/high‑performance computing (HPC). Atlantic will become a wholly owned subsidiary and the combined company is expected to trade on Nasdaq as “AHPC” and be renamed Atlantic HPC Corp.

The deal values Atlantic at $150 million, payable in Aperture stock at $10.00 per share, equating to 15,000,000 shares, plus up to 6,000,000 Earnout Shares tied to an AI data‑center lease and future share‑price milestones of $12.50 and $15.00. Assuming no redemptions, the transaction implies a pro forma enterprise value of $227 million and up to $102 million of gross cash from Aperture’s trust before expenses, with Atlantic shareholders rolling 100% of their equity and expected to own about 46% of the combined company.

Atlantic operates bitcoin mining sites in Oklahoma, Arkansas and Ohio with 98 MW of utility‑approved power capacity, of which 51 MW is currently in operation and 47 MW under development, including the Ohio AI Campus targeting 35 MW of AI‑focused capacity. For the fiscal year ended June 30, 2026, Atlantic reported unaudited revenue of $28.6 million, Adjusted EBITDA of $4.4 million and production of 303 bitcoin, and projects additional AI infrastructure build‑out over the next several years. Completion of the merger is subject to shareholder approvals, regulatory and exchange conditions, and other closing requirements, with an expected closing in the first quarter of 2027.

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Aperture AC (APUR) reported new compensation arrangements for its senior officers. On September 3, 2026, the company entered into an employment agreement with Chief Executive Officer Calvin Kung providing a base salary of $7,000 per month and a one-time $14,000 signing bonus. On the same date, it entered into a consulting agreement with Chief Financial Officer Daniel Zhao with a consulting fee of $3,000 per month and a one-time $6,000 signing bonus. Both executives agreed they have no claim to any funds in Aperture AC’s trust account for public shareholders and waived any right to make claims against that account, reinforcing that those funds remain reserved for shareholders.

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FAQ

How many Aperture AC (APUR) SEC filings are available on StockTitan?

StockTitan tracks 19 SEC filings for Aperture AC (APUR), including 10-K annual reports, 10-Q quarterly reports, 8-K current reports, and Form 4 insider trading disclosures. Each filing includes AI-generated summaries, impact scoring, and sentiment analysis.

When was the most recent SEC filing for Aperture AC (APUR)?

The most recent SEC filing for Aperture AC (APUR) was filed on October 9, 2026.