Welcome to our dedicated page for Soulpower Acquisition SEC filings (Ticker: SOUL), 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.
Soulpower Acquisition Corporation (NYSE: SOUL) files a range of documents with the U.S. Securities and Exchange Commission that describe its activities as a financials-focused SPAC and its proposed Business Combination with SWB LLC and SWB Holdings (Pubco). On this page, you can review Soulpower’s current and historical SEC filings, including Forms 8-K and 8-K/A that outline material definitive agreements, transaction structures, and related financing arrangements.
The company’s Form 8-K dated November 24, 2025, describes the Business Combination Agreement under which Soulpower and SWB LLC will each merge with subsidiaries of Pubco and become wholly owned subsidiaries of Pubco. This filing explains how Soulpower units will separate into Class A ordinary shares and rights, how those securities are expected to convert into Pubco Class A ordinary shares, and how Pubco’s voting Class V ordinary shares will function. Subsequent 8-K and 8-K/A filings provide additional detail on the equity facility with CREO Investments LLC and amendments to previously reported information.
An 8-K filed on December 30, 2025, reports that Pubco confidentially submitted a draft registration statement on Form S-4 to the SEC. That registration statement is expected to include a preliminary proxy statement for Soulpower shareholders and a prospectus for Pubco’s securities. Once effective, a definitive proxy statement/prospectus will be mailed to shareholders for voting on the proposed Business Combination, as described in the filings.
Through Stock Titan, users can access these SEC filings as they are made available on EDGAR and use AI-powered tools to summarize key sections, clarify complex transaction terms, and highlight important risk factor and governance disclosures. This includes insight into Soulpower’s SPAC structure, the mechanics of the proposed mergers, the planned listing of Pubco’s non-voting Class A ordinary shares under the ticker "SOUL", and the various conditions that must be satisfied for the Business Combination to close.
Soulpower Acquisition Corporation entered into two unsecured promissory notes with Soulpower Management LLC to fund working capital. The first, an A Note of up to
Healthcare of Ontario Pension Plan Trust Fund (HOOPP) filed Amendment No. 1 to a Schedule 13G reporting its passive ownership in Soulpower Acquisition Corporation.
HOOPP beneficially owns 650,000 Class A ordinary shares, representing 2.5% of the class, with sole voting and dispositive power over all these shares. The percentage is based on 25,620,000 Class A shares outstanding as of November 12, 2025. HOOPP certifies the shares were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing control of the issuer.
Bank of Montreal and affiliates report a 3.94% stake in Soulpower Acquisition Corp.’s Class A ordinary shares. The group discloses beneficial ownership of 1,012,200 shares with sole voting and dispositive power.
The filing states the shares were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing control of Soulpower Acquisition Corp. The reporting persons also note that they are not admitting membership in any group for control purposes.
Wolverine Asset Management and affiliates report a significant stake in Soulpower Acquisition Corporation. They beneficially own 1,285,474 Class A ordinary shares, representing 5.02% of the class.
The percentage is based on 25,620,000 ordinary shares outstanding as of November 12, 2025, according to Soulpower’s Form 10-Q. Voting and investment power over these shares is shared among Wolverine Asset Management, Wolverine Holdings, Christopher L. Gust, and Robert R. Bellick. The position is certified as held in the ordinary course of business and not for influencing control. Wolverine Flagship Fund Trading Limited is entitled to dividends and sale proceeds from these shares.
Soulpower Acquisition Corporation describes progress on its proposed business combination with SWB LLC, under which both Soulpower and the operating company would become wholly owned by a new holding company, SWB Holdings (Pubco), which is expected to be publicly traded.
The update explains that on December 29, 2025, Pubco confidentially submitted a draft registration statement to the SEC related to the transaction, and on December 30, 2025, Soulpower and Pubco issued a joint press release about this step. After the SEC review is completed and the registration is declared effective, Soulpower shareholders will receive a proxy and prospectus to vote on the deal.
The filing emphasizes that it is not an offer to sell securities, and it includes extensive cautionary language about forward-looking statements, highlighting multiple risks that could delay, alter, or prevent completion of the business combination or its expected benefits.
Soulpower Acquisition Corporation reported that Pubco, the holding company for its planned merger with SWB LLC, has confidentially submitted a draft registration statement on Form S-4 to the SEC on December 29, 2025. This filing is a key step toward completing the previously announced business combination under the Business Combination Agreement, through which Soulpower and the Company would become wholly owned subsidiaries of Pubco, which is expected to be publicly traded.
After SEC review, Pubco and the Company plan to publicly file the S-4, which will include a proxy statement for Soulpower shareholders and a prospectus for Pubco’s securities. A definitive proxy statement/prospectus will be mailed to shareholders as of a record date to be set for voting on the proposed transaction. The disclosure also highlights numerous forward-looking risks, including potential termination of the agreement, shareholder approvals, redemptions, regulatory matters, listing status of Pubco’s securities, and the ability to realize anticipated benefits from the business combination.
Soulpower Acquisition Corporation filed an amended current report to update disclosure around its planned business combination. The company explains that, as previously disclosed, on November 24, 2025 it entered into a Business Combination Agreement involving a new Cayman Islands holding company, Pubco, and related merger subsidiaries for a transaction with SWB LLC.
At the same time, CREO Investments LLC entered into an ordinary share purchase agreement (the ELOC Agreement) and a related registration rights agreement with Pubco. These agreements are intended to become effective when the business combination closes and are now formally included as Exhibits 10.1 and 10.2 to this amended report. The amendment is limited to updating Items 1.01 and 9.01 and does not change any other disclosures from the original report.
Soulpower Acquisition Corporation announced a definitive business combination agreement with Cayman-based SWB LLC to create a new publicly traded holding company, Pubco. At closing, each SPAC Class A ordinary share will convert into one non-voting Pubco Class A ordinary share, and each SPAC right will convert into one-tenth of a Pubco Class A ordinary share.
The merger values SWB based on a “Company Net Asset Amount” that was approximately $6.75 billion as of the signing date, implying total merger consideration of about $8.1 billion, all in Pubco shares priced at $10.00 per share. Company Class A unit holders will receive Pubco Class A shares, while Company Class V unit holders will receive voting Pubco Class V shares, which are convertible into Class A shares and will be held by an affiliate of SWB’s founder and CEO.
The deal is conditioned on completing at least $250 million of asset contributions, obtaining SPAC shareholder approval, listing Pubco Class A shares on a major U.S. exchange, and securing transaction financing. Pubco also entered into an equity line (ELOC) giving it the right to sell up to $250 million of Pubco Class A shares to CREO Investments, potentially increaseable to $5 billion, and will issue $2.5 million of Pubco Class A shares as commitment consideration.
Soulpower Acquisition Corporation announced it has signed a business combination agreement to merge with SWB LLC into a new holding company, SWB Holdings (Pubco), which plans to operate as SOUL WORLD BANKTM. SWB has binding agreements for asset contributions that it values at about $6.75 billion, supporting an expected pre-money transaction value of roughly $8.1 billion for SWB before the merger closes. Pubco has also entered into a committed equity facility of up to $5 billion in non-voting Class A ordinary shares with CREO Investments LLC, providing a potential post-closing equity line of credit, subject to a resale registration statement and other conditions. The structure will give SWB members voting Class V ordinary shares of Pubco, while SPAC securityholders will receive non-voting Class A shares, with Soulpower CEO and SWB founder Justin Lafazan expected to become Pubco’s Chairman and CEO and indirectly control all voting shares after closing.
Soulpower Acquisition Corporation announced that it entered into a business combination agreement with SWB LLC and a new holding company, SWB Holdings (Pubco). At closing, Soulpower and SWB will each merge into Pubco subsidiaries, becoming wholly owned by Pubco. Soulpower securityholders are expected to receive non-voting Class A ordinary shares of Pubco, while SWB members will receive a mix of non-voting Class A and voting Class V ordinary shares.
SWB has binding agreements for contributions of assets that it values at about $6.75 billion, supporting a pre-money transaction value of approximately $8.1 billion for SWB, which may increase if additional asset commitments close before the merger. Pubco also entered into a committed equity facility of up to $5 billion with CREO Investments LLC for non-voting Class A ordinary shares after the merger, subject to a resale registration statement and other conditions. Following closing, Pubco plans to operate as SOUL WORLD BANKTM, a licensed international financial institution with offerings that include a stablecoin-denominated AI bank using tokenized assets.