Every 8-K that Quantumsphere Acquisition Corp. Units (QUMSU) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A 8-K covers material events a company has to report between its quarterly reports, so if you follow QUMSU and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full QUMSU filings page.
Quantumsphere Acquisition Corp (QUMS) agreed to a proposed business combination with Fortune Favor Technology Inc. QUMS would merge into its wholly owned subsidiary, Fortune Favor Global Group Inc. (Purchaser), while QUMS Merger Sub Ltd. would merge into Fortune Favor, which would survive as Purchaser’s wholly owned subsidiary. Fortune Favor shareholders, other than excluded shares, would receive Purchaser ordinary shares based on an agreed approximately $600 million pre-money equity valuation, with each share valued at $10.00 per share.
Closing is subject to approvals by both companies’ shareholders, SEC effectiveness of the registration statement, Nasdaq listing approval and other customary conditions. Purchaser’s post-combination board is expected to have five directors, all designated by Fortune Favor, subject to Nasdaq requirements. At closing, certain Fortune Favor shareholders, Whiteowl Holdings LLC (the Sponsor) and other holders are expected to accept transfer restrictions ending at the earlier of 180 days after closing or when Purchaser shares close at or above $12.50 per share for any 20 trading days within any 30-trading-day period after closing. A delaying or breaching party owes a $500,000 break-up fee in specified termination scenarios.
Quantumsphere Acquisition Corp (QUMS) reported that it has terminated its Agreement and Plan of Merger, dated October 3, 2025, with Omnivate Global Ltd. and SACH Pte. Ltd. The Purchaser Parties delivered a Termination Notice to SACH on September 1, 2026 pursuant to Section 13.2(a) of the merger agreement.
The termination followed a notice sent on July 14, 2026 and the expiration of a 30-day period provided under the agreement to address certain matters. As a result, the transactions contemplated by the merger agreement will not be consummated. Quantumsphere Acquisition Corp intends to continue evaluating opportunities to complete an initial business combination.
Quantumsphere Acquisition Corporation amended its underwriting agreement to change how deferred underwriting commissions are calculated and paid. The commission will now equal 4.00% of the gross proceeds from the sale of the firm and option units, paid from the trust account when the initial business combination closes. This amount is capped at 4.00% of the funds remaining in the trust account after all properly submitted redemptions related to that business combination. The amendment also confirms the underwriters may waive the deferred underwriting commission before the transaction is completed.
Quantumsphere Acquisition Corporation reported that its business combination target, SACH Pte. Ltd., raised new equity financing in connection with their pending merger. On January 13, 2026, SACH Pte. Ltd. entered into a subscription agreement with Cypress Innovations Limited for 2,055 ordinary shares at $973.16 per share, providing gross proceeds of $2,000,000. On the same date, SACH Pte. Ltd. signed a separate subscription agreement with an individual investor for 103 ordinary shares at $973.16 per share, for gross proceeds of $100,000. These subscriptions support SACH Pte. Ltd.’s ongoing financing activities ahead of the planned business combination, and no securities of Quantumsphere Acquisition Corporation were issued in either transaction.
Quantumsphere Acquisition Corporation reports the closing of its initial public offering and related private placement. The company sold a total of 8,280,000 units in its IPO, including 1,080,000 units issued when the underwriter fully exercised its over-allotment option, at an offering price of $10.00 per unit, for gross proceeds of $82,800,000. Each unit consists of one ordinary share and one right to receive one-seventh of an ordinary share upon completion of an initial business combination.
At the same time, the sponsor, Whiteowl Holdings LLC, purchased 228,650 private placement units at $10.00 per unit, adding $2,286,500 of gross proceeds. The company placed $82,800,000 of net proceeds from the IPO and private placement into a trust account for the benefit of public shareholders. This amended report is filed only to add disclosure about a finder fee agreement dated August 8, 2025; no other changes were made to the original report.
Quantumsphere Acquisition Corporation entered into a Merger Agreement to combine with Omnivate Global Ltd. and its subsidiary SACH Pte. Ltd. in a multi-step SPAC business combination. Quantumsphere will merge into a new parent, QUMS Pubco Ltd., which will remain a Cayman Islands company listed on Nasdaq, while HoldCo and the operating company will become its wholly owned subsidiaries.
Public shareholders’ ordinary shares will convert into Pubco ordinary shares, while properly redeemed shares will instead receive cash from Quantumsphere. Private placement units will separate into ordinary shares and rights, and outstanding SPAC warrants will become Pubco warrants on the same terms. HoldCo shareholders are entitled to receive an aggregate 30,000,000 Pubco ordinary shares, valued at US$300,000,000 based on US$10.00 per share, as merger consideration.
Closing depends on customary conditions, including shareholder approvals, Nasdaq listing for Pubco, no material adverse effects, and Pubco having at least $5,000,001 in net tangible assets after redemptions. The Merger Agreement can be terminated if the business combination has not closed by June 30, 2026 or in other specified circumstances, and is supported by sponsor and shareholder support, lock-up, and registration rights agreements.
Quantumsphere Acquisition Corporation filed a current report explaining that its units, which each consist of one ordinary share and one right, will begin separate trading. Starting on or about September 30, 2025, holders of units may elect to trade the ordinary shares and the rights independently.
Units will continue to trade on the Nasdaq under the symbol QUMSU. Any separated ordinary shares are expected to trade under QUMS, and the separated rights are expected to trade under QUMSR. Holders who want to separate their units must have their brokers contact Continental Stock Transfer & Trust Co., the company’s transfer agent. The company also issued a press release, attached as an exhibit, announcing the start of separate trading.