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Soulpower Acquisition Corporation 8-K Filings

SOUL NYSE

Every 8-K that Soulpower Acquisition Corporation (SOUL) 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 SOUL 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 SOUL filings page.

Rhea-AI Summary

Soulpower Acquisition Corp. (symbol: SOUL) is the issuer of record for a Form 8-K filing submitted to the SEC.

Rhea-AI Summary

Soulpower Acquisition Corporation and SWB Holdings reported that, on July 23, 2026, the Commercial Division of the High Court of Justice of the Virgin Islands granted the application of the joint liquidators of Bank of Asia (BVI) Limited to sell certain of the bank’s property, rights and assets to SWB LLC or its affiliate. This permission satisfies one of the conditions in the Asset Sale Agreement dated November 6, 2025 between the liquidators and SWB LLC, which underpins the previously announced proposed business combination among Soulpower, SWB Holdings and SWB LLC.

The companies note that other conditions under the Asset Sale Agreement remain outstanding. SWB must still obtain a banking licence from the British Virgin Islands Financial Services Commission and deposit protection membership from the Virgin Islands Deposit Insurance Corporation before engaging in banking activities; its licence application is under review. The proposed business combination remains subject to applicable closing conditions, including approval by Soulpower’s shareholders. Soulpower is a SPAC that raised $250 million in its upsized IPO in April 2025.

Rhea-AI Summary

Soulpower Acquisition Corporation entered into a new financing arrangement with an affiliate of its sponsor. On May 29, 2026, the company issued an unsecured promissory note of up to $2,500,000 to Soulpower Management LLC for general working capital needs.

The note bears no interest, is not convertible into company securities, and will be automatically forgiven in full if Soulpower completes its initial business combination. If no business combination occurs, the principal becomes due upon an event of default or the company’s liquidation, under customary default terms in the note.

Rhea-AI Summary

Soulpower Acquisition Corporation reported that director Blake Janover resigned from its board of directors, effective April 1, 2026. The company stated that his resignation did not result from any disagreement with Soulpower on its operations, policies, or practices.

The board expressed appreciation for Mr. Janover’s service and contributions. No new director appointments or related compensatory arrangements were disclosed in this report.

Rhea-AI Summary

Soulpower Acquisition Corporation amended its business combination agreement with SWB Holdings and related entities, updating how transaction expenses, asset contributions and certain representations are handled. The amendment clarifies that each party bears its own deal costs, with Soulpower advancing non-interest loans to cover others’ expenses until closing or termination.

The press release states that, after the business combination and assuming no redemptions, the combined company’s pro forma valuation is expected to be approximately $8.5 billion, based on an agreed share value of $10.00 per share. The transaction is now expected to close in late Q2 or Q3 2026, subject to shareholder approval, regulatory clearances and other customary conditions, including approvals tied to the SOUL WORLD BANK banking license.

Rhea-AI Summary

Soulpower Acquisition Corporation reported that director Ty Sagalow resigned from its board of directors, effective March 23, 2026. The company stated that his resignation did not result from any disagreement regarding operations, policies or practices. Soulpower publicly thanked Mr. Sagalow for his service and contributions to the board.

Rhea-AI Summary

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 $785,000, carries a flat 22% interest rate due at maturity and may be prepaid without penalty; $745,000 has been advanced. The second, a B Note of up to $2,500,000, bears no interest and will be automatically forgiven in full if the company consummates its initial business combination; about $1,212,050 has been advanced. Both notes are not convertible into securities and include customary events of default. The lender is affiliated with the company’s sponsor and key directors, making these related-party financing arrangements.

Rhea-AI Summary

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.

Rhea-AI Summary

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.

Rhea-AI Summary

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.

Rhea-AI Summary

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.