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) said Nasdaq notified it on October 6, 2026, that it had regained compliance with the minimum 300 public holders requirement for continued listing on the Nasdaq Capital Market. Nasdaq stated that the matter is closed.
On October 6, 2026, Eureka Acquisition Corp (EURK) received a Nasdaq letter stating that it had regained compliance with the minimum 300 public holders requirement for continued listing on the Nasdaq Capital Market; Nasdaq said the matter was closed.
Eureka Acquisition Corp (EURK) extended its deadline to complete an initial business combination by one month, from September 3, 2026 to October 3, 2026, after Marine Thinking Inc. deposited the $8,253.03 monthly extension fee into the Trust Account for public shareholders. Eureka may extend the period one month at a time through July 3, 2027, subject to a $8,253.03 deposit for each extension.
Eureka issued Marine Thinking an unsecured, non-interest-bearing promissory note for $8,253.03, dated October 7, 2026, payable in full upon the earlier of the business combination closing or expiration of Eureka’s term. Marine Thinking or its registered assignees or successors may convert all or part of the note into private units at $10 per unit, with written notice at least two business days before closing. Each unit includes one Class A ordinary share and one right to receive one-fifth of a share upon completion.
Eureka Acquisition Corp (EURK) extended its deadline to complete an initial business combination by one month, from September 3, 2026 to October 3, 2026, following deposit of the $8,253.03 Monthly Extension Fee into its trust account for public shareholders.
Marine Thinking, the proposed business-combination counterparty, paid the fee under its business combination agreement with EURK. EURK issued Marine Thinking an unsecured Extension Note dated October 7, 2026, with $8,253.03 in principal and no interest; the amount is payable in full upon the earlier of completion of the business combination or expiration of EURK’s term. At the payee’s option, the note may be converted in whole or in part into private units at $10.00 per Unit. Each Unit consists of one Class A ordinary share and a right to receive one-fifth of one Class A ordinary share upon completion.
EURK may extend in one-month increments through July 3, 2027, subject to depositing the Monthly Extension Fee for each extension. The note may be accelerated upon specified defaults, including failure to pay principal within five business days of maturity, bankruptcy, breach, cross-defaults, enforcement proceedings, or unlawfulness or invalidity relating to performance.
Eureka Acquisition Corp (EURK) filed Amendment No. 3 to its Form S-4 to register shares in connection with its proposed business combination with Marine Thinking Inc. The proxy statement/prospectus covers a merger in which Eureka will deregister in the Cayman Islands, domesticate to Canada as “Pubco,” and have its subsidiary amalgamate with Marine Thinking.
Under the Business Combination Agreement, Marine Thinking shareholders and certain noteholders will receive Pubco Class A Shares based on a Total Share Consideration derived from US$130.0 million plus up to US$6.5 million of Pre-IPO investment proceeds, divided by US$10.00 per SPAC Class A Share. Marine Thinking shareholders are expected to own about 74.8%–76.0% of Pubco, while the SPAC sponsor would hold about 1,681,100 Pubco Class A Shares (roughly 9.5%–9.7%) across redemption scenarios.
The filing details shareholder votes on the NTA Proposal and Business Combination Proposal, redemption mechanics at approximately $10 per public share from the trust account, and significant potential dilution to public shareholders. It also describes sponsor economics, extension and working capital notes, and the fairness opinion obtained from King Kee Appraisal and Advisory Limited supporting the transaction from a financial point of view.
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.