Activate Energy Acquisition Corp. closes $230M IPO with full over-allotment

Activate Energy Acquisition Corp.

Public offering of 23,000,000 units at $10.00/unit, raising $230M gross proceeds.
Private placement units sold to sponsor ($4.15M) and underwriter ($2.3M) for total $6.45M.
$236.45M deposited into trust account; 24-month deadline to complete initial business combination.
Board appointed with three classes: Class I (Childs), Class II (Lorentz, Spittlehouse), Class III (Fontaine, Wood).
Units trade on Nasdaq as AEAQU; Class A shares and warrants expected to list as AEAQ and AEAQW.

item 1.01 item 3.02 item 5.02 item 5.03 item 8.01 item 9.01

Key facts

Extracted from this filing and checked against the source text.

Equity Issuances SEC 8-K Item 3.02/3.03 confidence 0.95

Activate Energy Acquisition Corp. issued 415,000 private placement units of unit to Activate Energy Sponsors LLC for $10.00 per unit, total $4,150,000.

Security: unit
Shares: 415,000 private placement units
Purchaser: Activate Energy Sponsors LLC
Consideration: $10.00 per unit, total $4,150,000

Exact text from the filing

Simultaneously with the closing of the IPO, pursuant to the Sponsor Private Placement Unit Agreement, the Company completed the private sale of an aggregate of aggregate of 415,000 private placement units (the “ Sponsor Private Placement Units ”) to the Sponsor at a purchase price of $10.00 per Sponsor Private Placement Unit, generating gross proceeds to the Company of $4,150,000.

View on SEC.gov

Governance Changes SEC 8-K Item 5.03/5.05/5.06 confidence 0.9

Activate Energy Acquisition Corp.: Company adopted Amended and Restated Memorandum and Articles of Association effective December 5, 2025 (effective 2025-12-05).

Change: charter amendment
Effective: 2025-12-05

Exact text from the filing

On December 5, 2025, in connection with the IPO, the Company adopted its Amended and Restated Memorandum and Articles of Association (the “ Amended Charter ”), effective the same day.

View on SEC.gov

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

Activate Energy Acquisition Corp. entered into Private Placement Units Purchase Agreement with BTIG, LLC (effective 2025-12-03).

Action: entry
Agreement: equity purchase
Counterparty: BTIG, LLC
Effective: 2025-12-03

Exact text from the filing

0, 2025 (as amended, the “ Registration Statement ”): ● An Underwriting Agreement, dated December 3, 2025, by and between the Company and BTIG, LLC, as representative of the several underwriters, a copy of which is attached as Exhibit 1.1 hereto and incorporated herein by reference.

View on SEC.gov

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

Activate Energy Acquisition Corp. entered into a underwriting with BTIG, LLC (effective 2025-12-03).

Action: entry
Agreement: underwriting
Counterparty: BTIG, LLC
Effective: 2025-12-03

Exact text from the filing

An Underwriting Agreement, dated December 3, 2025, by and between the Company and BTIG, LLC, as representative of the several underwriters

View on SEC.gov

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

Activate Energy Acquisition Corp. entered into Private Placement Units Purchase Agreement with Activate Energy Sponsors LLC (effective 2025-12-03).

Action: entry
Agreement: equity purchase
Counterparty: Activate Energy Sponsors LLC
Effective: 2025-12-03

Exact text from the filing

● A Letter Agreement, dated December 3, 2025, by and among the Company, its officers, its directors and Activate Energy Sponsors LLC (the “ Sponsor ”), a copy of which is attached as Exhibit 10.1 hereto and incorporated herein by reference.

View on SEC.gov

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

Activate Energy Acquisition Corp. entered into Warrant Agreement with Continental Stock Transfer & Trust Company (effective 2025-12-03).

Action: entry
Counterparty: Continental Stock Transfer & Trust Company
Effective: 2025-12-03

Exact text from the filing

A Warrant Agreement, dated December 3, 2025, by and between the Company and Continental Stock Transfer & Trust Company, as warrant agent

View on SEC.gov

226 equity issuances filed in the last 30 days. Browse all equity issuances →

Activate Energy Acquisition Corp. filing history →

Source: SEC EDGAR

accession 0001213900-25-119675

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