Welcome to our dedicated page for Eureka Acquisition SEC filings (Ticker: EURK), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Eureka Acquisition Corp filings document the regulatory record of a Cayman Islands blank-check company with Nasdaq-listed units, Class A ordinary shares, and rights. Its current reports describe material definitive agreements, capital-structure terms, trust-account and extension mechanics, shareholder-vote matters, and written communications filed under Securities Act Rule 425.
The company’s filings also disclose SPAC governance matters, emerging growth company status, registered security classes, and listing-compliance events. These records center on the issuer’s blank-check purpose, redemption framework, rights structure, and public-company obligations before completion of an initial business combination.
Eureka Acquisition Corp (EURK) reported that Nasdaq notified it on August 27, 2026 that it is no longer in compliance with two continued listing standards. The company fell below the minimum 500,000 publicly held shares required under Nasdaq Listing Rule 5550(a)(4), and below the $35 million Market Value of Listed Securities threshold under Nasdaq Listing Rule 5550(b)(2) for 30 consecutive business days.
The public float deficiency triggers a 45-day period, until October 12, 2026, for Eureka Acquisition Corp to submit a compliance plan, which may lead to an extension if accepted. For the MVLS deficiency, the company has a 180-day compliance period until February 23, 2027, during which its MVLS must be at least $35 million for a minimum of 10 consecutive business days to regain compliance. Both notices are described as deficiency notifications only and do not immediately affect the current listing or trading of the company’s securities, though failure to regain compliance could ultimately result in delisting, subject to potential appeal rights.
Eureka Acquisition Corp, a Cayman Islands SPAC, is seeking shareholder approval to complete a business combination with Marine Thinking Inc., a Canadian company, via a continuance of Eureka to Canada and an amalgamation with a wholly owned subsidiary. The combined public company will be renamed Marine Thinking Holdings Inc. and is expected to list its Class A shares on Nasdaq, while Eureka’s units, Class A shares and rights will cease trading.
Under the Business Combination Agreement, each Marine Thinking common share will convert into Pubco Class A shares based on an Amalgamation Multiple derived from a Total Share Consideration of US$130.0 million plus up to US$6.5 million of net Pre‑IPO investment, divided by US$10.00 per SPAC Class A share. Pro forma ownership across redemption scenarios shows Marine Thinking shareholders receiving about three‑quarters of the Pubco Class A shares, with the Sponsor holding about 1.67 million Pubco Class A shares and public SPAC investors becoming a small minority.
Public shareholders may redeem their SPAC Class A shares for cash from the trust account in connection with the deal, subject to a net tangible asset requirement of US$5,000,001 and a 15% cap per group. The board obtained a fairness opinion from King Kee Appraisal and Advisory Limited and unanimously recommends voting in favor, while disclosing that the Sponsor and directors have significant equity interests and different purchase prices that may create conflicts of interest.
Eureka Acquisition Corp entered into a promissory note with Marine Thinking Inc. to fund a one‑month extension of the deadline to complete its initial business combination. Under its Charter, Eureka may extend the combination period in one‑month increments up to July 3, 2027, conditioned on depositing a $8,253.03 monthly extension fee into its trust account.
On August 3, 2026, Marine Thinking funded the $8,253.03 fee, extending the business combination deadline from August 3, 2026 to September 3, 2026. In return, Eureka issued an unsecured, non‑interest‑bearing promissory note dated August 11, 2026, payable upon the earlier of completing a business combination or the company’s term expiry. Marine Thinking may elect to convert the outstanding principal into Eureka private units at $10.00 per unit, each unit consisting of one Class A ordinary share and one right to receive one‑fifth of a Class A ordinary share after a business combination.
Eureka Acquisition Corp extended the deadline to complete its initial business combination by one month, from August 3, 2026 to September 3, 2026, by depositing a $8,253.03 Monthly Extension Fee into its trust account, as permitted under its charter.
The fee was paid on August 3, 2026 by Marine Thinking Inc. under an existing business combination agreement, and Eureka issued Marine Thinking an unsecured Extension Promissory Note for $8,253.03. The note bears no interest and is due on the earlier of consummation of the business combination or the company’s expiry. Marine Thinking may elect to convert the note into private units at $10.00 per unit, each unit consisting of one Class A ordinary share and a right to receive one-fifth of a Class A share upon completion of a business combination. The company has filed a Form S-4 registration statement that includes a proxy statement/prospectus for the proposed transaction with Marine Thinking.
Mizuho Financial Group, Inc., as a parent holding company, reports that it no longer holds a beneficial ownership position in the common shares of Eureka Acquisition Corp. The filing states that Mizuho has 0 shares beneficially owned, representing 0.0% of the class, with no sole or shared voting or dispositive power over any shares.
The disclosure notes that Mizuho Financial Group, Inc., Mizuho Bank, Ltd. and Mizuho Americas LLC may be deemed indirect beneficial owners of equity securities directly held by their wholly owned subsidiary, Mizuho Securities USA LLC, but for this issuer the reported beneficial ownership is zero. The report is signed by Managing Director Takahiro Katsura on behalf of Mizuho Financial Group, Inc.
W. R. Berkley Corporation filed an amended Schedule 13G for Eureka Acquisition Corp (Class A ordinary shares), stating that it currently beneficially owns 0 shares of this class. The filing reports 0% of the class outstanding as of the reported date.
The company reports no sole or shared voting power and no sole or shared dispositive power over any Class A ordinary shares. A related subsidiary, Berkley Insurance Company, is identified in the ownership structure, with details referenced in Exhibit 99.1.
Eureka Acquisition Corp, a Cayman Islands SPAC, reported unaudited results for the period ended June 30, 2026 while pursuing a Business Combination with Canadian autonomous shipping company Marine Thinking Inc. The structure includes a continuance to Canada and an amalgamation that would make Marine Thinking a wholly owned subsidiary.
Total assets were $33,636,929, largely investments in the Trust Account of $33,539,031, with only $22,727 of cash outside the trust. For the quarter, Eureka recorded general and administrative expenses of $199,268 and interest income on the Trust Account of $278,500, resulting in net income of $79,232; nine‑month net income was $110,299, driven entirely by interest on trust assets.
Heavy redemptions continued: at the June 29, 2026 meeting, holders redeemed 2,655,132 Class A shares for $30,387,444, leaving 275,101 public Class A shares outstanding and creating a working capital deficit of $33,103,127. Sponsor and target-funded Monthly Extension Fees, documented via $1,658,253.03 of promissory and extension notes at June 30, 2026, support extensions through up to July 3, 2027. Management states that mandatory liquidation if no deal closes and the need for additional financing raise substantial doubt about Eureka’s ability to continue as a going concern. A Nasdaq notice cited noncompliance with the Minimum Public Holders Rule, with an extension to October 3, 2026 to regain compliance.
Feis Equities LLC and Lawrence M. Feis report that they beneficially own 0 Class A ordinary shares of Eureka Acquisition Corp, representing 0% of the class. This is based on 733,101 Class A ordinary shares outstanding as of June 29, 2026, as reported by the issuer.
Both reporting persons state they have no sole or shared voting or dispositive power over any Class A ordinary shares. They each confirm ownership of 5 percent or less of this class, with their business address in Glenview, Illinois.
Eureka Acquisition Corp reported the deposit of $8,253.03 into its trust account to extend the deadline to complete its initial business combination by one month, from July 3, 2026 to August 3, 2026. The payment was made by Marine Thinking Inc. and in exchange the company issued an unsecured, no-interest promissory note dated July 7, 2026 (the "Extension Note").
The Extension Note is payable on the earlier of consummation of the business combination or the company’s term expiry, is convertible at Marine Thinking’s election into Units at $10.00 per Unit, and includes customary default and acceleration provisions.
Eureka Acquisition Corp entered into a financing arrangement to extend the deadline for completing its initial business combination. Under its charter, the company can extend the completion deadline from July 3, 2026 up to July 3, 2027 in one-month increments by depositing a $8,253.03 Monthly Extension Fee into its trust account. On July 6, 2026, $8,253.03 was deposited, extending the deadline from July 3, 2026 to August 3, 2026.
The fee was funded by Marine Thinking Inc. under an existing business combination agreement. In return, Eureka issued Marine Thinking an unsecured promissory note dated July 7, 2026 for $8,253.03, bearing no interest and payable on the earlier of the business combination closing or the company’s term expiry. Marine Thinking may convert the note into private units at $10.00 per unit, each unit consisting of one Class A ordinary share and a right to receive one-fifth of a Class A ordinary share after a business combination, subject to transfer restrictions and registration rights.