Blueport Acquisition (BPACU) completes SPAC IPO and private placement

Rhea-AI Filing Summary

Blueport Acquisition Ltd reports that it has completed its initial public offering of 5,750,000 units at $10.00 per unit, including 750,000 units from the full exercise of the underwriters’ over-allotment option, for gross proceeds of $57,500,000. Each unit consists of one Class A ordinary share and one right to receive one-sixth of a Class A ordinary share.

The company also completed a private placement of 197,250 private units to its sponsor at $10.00 per unit, generating an additional $1,972,500. As of November 13, 2025, $57,500,000 of the net proceeds from the IPO and the private placement were deposited into a trust account for the benefit of public shareholders, and an audited balance sheet as of that date is provided as an exhibit.

Insights

Capital markets and SPAC structure analyst

Blueport’s SPAC IPO raises $57.5M, with proceeds placed in trust.

Blueport Acquisition Ltd has completed a SPAC-style IPO of 5,750,000 units at $10.00 per unit, including an over-allotment of 750,000 units, for gross proceeds of $57,500,000. Each unit bundles a Class A ordinary share with a right that converts into one-sixth of a Class A share, which is a common SPAC incentive structure for public investors.

Alongside the IPO, the sponsor purchased 197,250 private units at $10.00 per unit, adding $1,972,500 of sponsor capital. As of November 13, 2025, the filing states that $57,500,000 of net proceeds from the IPO and private placement were deposited into a trust account for the benefit of public shareholders, consistent with typical SPAC protections.

This structure gives the company a defined cash pool in trust while it searches for a business combination, with the rights providing additional equity upon conversion. Future disclosures in company filings will detail any proposed acquisition and how trust funds and rights conversion are intended to be used.

8-K Event Classification

2 items: 8.01, 9.01

2 items

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.

Understanding 8-K Material Events →

false 000-00000 0002064177 00-0000000 0002064177 2025-11-13 2025-11-13 0002064177 BPACU:ClassOrdinarySharesParValueOf0.0001PerShareMember 2025-11-13 2025-11-13 0002064177 BPACU:RightsEachEntitlingHolderToReceiveOnesixth16OfOneClassOrdinaryShareMember 2025-11-13 2025-11-13 0002064177 BPACU:UnitsEachConsistingOfOneClassOrdinaryShareAndOneRightToReceiveOnesixth16OfOneClassOrdinaryShareMember 2025-11-13 2025-11-13 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

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

November 13, 2025

Date of Report (Date of earliest event reported)

Blueport Acquisition Ltd

(Exact Name of Registrant as Specified in its Charter)

Cayman Islands				N/A
(State or other jurisdiction of incorporation)		(Commission File Number)		(I.R.S. Employer Identification No.)

366 Madison Ave 3rd Floor New York, NY		10017
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s telephone number, including area code: (212) 829-8937

N/A

(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

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act

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

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

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

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Class A Ordinary Shares, par value of $0.0001 per share		BPAC		The Nasdaq Stock Market LLC
Rights, each entitling the holder to receive one-sixth (1/6) of one Class A Ordinary Share		BPACR		The Nasdaq Stock Market LLC
Units, each consisting of one Class A Ordinary Share and one Right to receive one-sixth (1/6) of one Class A Ordinary Share		BPACU		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 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

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.

As previously disclosed, on November 13, 2025, Blueport Acquisition Ltd  (the “Company”)  consummated its initial public offering (“IPO”), which consisted of 5,750,000 units (the “Units”), including 750,000 Units issued pursuant to the full exercise by the underwriters of their over-allotment option. The Units were sold at a price of $10.00 per Unit, generating gross proceeds to the Company of $57,500,000. Each Unit consists of one Class A ordinary share, par value $0.0001 per share (the “Class A Ordinary Share”), and one right to receive one-sixth (1/6th) of one Class A Ordinary Share (the “Right”) of the Company. 

As previously disclosed, simultaneously with the closing of the IPO, the Company consummated a private placement (the “Private Placement”) of an aggregate of 197,250 units (the “Private Units”) to Blueport Acquisition Corporation (the “Sponsor”), at a price of $10.00 per Private Unit, generating total proceeds of $1,972,500. Each Private Unit consisted of one Class A Ordinary Share and one Right.

As of November 13, 2025, a total of $57,500,000 of the net proceeds from the IPO and the Private Placement were deposited in a trust account established for the benefit of the Company’s public shareholders. An audited balance sheet as of November 13, 2025, reflecting receipt of the proceeds upon consummation of the IPO and the Private Placement is included as Exhibit 99.1 to this Current Report on Form 8-K.

1

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.		Description
99.1		Audited Balance Sheet as of November 13, 2025.
104		Cover Page Interactive Data File (embedded within the Inline XBRL document).

2

SIGNATURES

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.

Dated: November 19, 2025

	Blueport Acquisition Ltd
	By:	/s/ William Rosenstadt
	Name:	William Rosenstadt
	Title:	Chief Executive Officer

3

FAQ

What did Blueport Acquisition Ltd (BPACU) announce in this 8-K?

Blueport Acquisition Ltd announced that it consummated its initial public offering of 5,750,000 units at $10.00 per unit, completed a private placement of 197,250 private units to its sponsor, and deposited $57,500,000 of net proceeds into a trust account for the benefit of public shareholders.

How much capital did Blueport Acquisition Ltd raise in its IPO?

The company raised gross proceeds of $57,500,000 from the sale of 5,750,000 units at $10.00 per unit, including 750,000 units issued upon the full exercise of the underwriters’ over-allotment option.

What are the terms of the Blueport Acquisition Ltd units trading under BPACU?

Each unit consists of one Class A ordinary share with a par value of $0.0001 per share and one right to receive one-sixth (1/6th) of one Class A ordinary share.

What was included in the private placement for Blueport Acquisition Ltd?

Simultaneously with the IPO closing, the company completed a private placement of 197,250 private units to Blueport Acquisition Corporation, its sponsor, at $10.00 per unit, generating $1,972,500 in proceeds. Each private unit consisted of one Class A ordinary share and one right.

How much of Blueport Acquisition Ltd’s IPO proceeds were placed in a trust account?

As of November 13, 2025, a total of $57,500,000 of the net proceeds from the IPO and the private placement were deposited into a trust account established for the benefit of the company’s public shareholders.

What financial information did Blueport Acquisition Ltd provide with this 8-K?

The company included an audited balance sheet as of November 13, 2025, reflecting the receipt of proceeds from the IPO and the private placement, filed as Exhibit 99.1.