8-K
filed April 10, 2026, 7:59 PM ET
ticker ACGC
CIK 0002111542
other material
confidence high
sentiment neutral
materiality 0.75
ACP Holdings closes $200M SPAC IPO and over-allotment; $215.7M in trust
ACP Holdings Acquisition Corp.
- Issued 21,461,600 units total (20M IPO + 1.46M over-allotment) at $10.00/unit, gross proceeds $214.6M.
- Concurrent private placement of 485,000 units at $10.00/unit to sponsor and Roth Capital raised $4.85M.
- Trust account funded with $215,689,080 from net IPO, over-allotment, and private placement proceeds.
- Board comprises Andrew Mallozzi, Andrew Sung, Sean Wallace, August Roth, and Jonathan Urfrig.
- Company targets businesses with enterprise value ~$750M+, focusing on private credit investments.
Key facts
Extracted from this filing and checked against the source text.
Equity Issuances
SEC 8-K Item 3.02/3.03
confidence 0.9
ACP Holdings Acquisition Corp. issued 435,000 units to the Sponsor and an aggregate of 50,000 units to the Representative of unit to Union Street Sponsor, LLC (the Sponsor) and Roth Capital Partners, LLC (the Representative) for $10.00 per Private Placement Unit, generating gross proceeds of $4,850,000.
- Security
- unit
- Shares
- 435,000 units to the Sponsor and an aggregate of 50,000 units to the Representative
- Purchaser
- Union Street Sponsor, LLC (the Sponsor) and Roth Capital Partners, LLC (the Representative)
- Consideration
- $10.00 per Private Placement Unit, generating gross proceeds of $4,850,000
Exact text from the filing
On April 8, 2026, simultaneously with the consummation of the Offering, the Company consummated the private placement of 435,000 units to the Sponsor and an aggregate of 50,000 units to the Representative (collectively, the “Private Placement Units”) at a price of $10.00 per Private Placement Unit, generating gross proceeds of $4,850,000 (the “Private Placement”).
View on SEC.gov
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.9
ACP Holdings Acquisition Corp.: Amended and restated memorandum and articles of association to authorize issuance of Class A ordinary shares, Class B ordinary shares, and preference shares (effective 2026-04-06).
- Change
- charter amendment
- Effective
- 2026-04-06
Exact text from the filing
On April 6, 2026, the Company filed its amended and restated memorandum and articles of association (the “Amended Articles”) with the Registrar of Companies in the Cayman Islands. Among other things, the Amended Articles authorize the issuance of up to (i) 500,000,000 Class A Ordinary Shares, (ii) 50,000,000 Class B ordinary shares, par value $0.0001 per share, and (iii) 5,000,000 preference shares, par value $0.0001 per share.
View on SEC.gov
Material Agreements
SEC 8-K Item 1.01/1.02
confidence 0.95
ACP Holdings Acquisition Corp. entered into Letter Agreement with Union Street Sponsor, LLC (effective 2026-04-06).
- Action
- entry
- Counterparty
- Union Street Sponsor, LLC
- Effective
- 2026-04-06
Exact text from the filing
A Letter Agreement, dated April 6, 2026, among the Company, its directors and officers and Union Street Sponsor, LLC (the “Sponsor”), a copy of which is filed as Exhibit 10.1 to this Report and incorporated herein by reference;
View on SEC.gov
Material Agreements
SEC 8-K Item 1.01/1.02
confidence 0.95
ACP Holdings Acquisition Corp. entered into Private Placement Units Purchase Agreement with Union Street Sponsor, LLC (effective 2026-04-06).
- Action
- entry
- Agreement
- equity purchase
- Counterparty
- Union Street Sponsor, LLC
- Effective
- 2026-04-06
Exact text from the filing
A Private Placement Units Purchase Agreement, dated April 6, 2026, between the Company and the Sponsor, a copy of which is filed as Exhibit 10.4 to this Report and incorporated herein by reference;
View on SEC.gov
Material Agreements
SEC 8-K Item 1.01/1.02
confidence 0.9
ACP Holdings Acquisition Corp. entered into Services Agreement with Union Street Sponsor, LLC (effective 2026-04-06).
- Action
- entry
- Counterparty
- Union Street Sponsor, LLC
- Effective
- 2026-04-06
Exact text from the filing
A Services Agreement, dated April 6, 2026, between the Company and the Sponsor a copy of which is filed as Exhibit 10.6 to this Report and incorporated herein by reference;
View on SEC.gov
Material Agreements
SEC 8-K Item 1.01/1.02
confidence 0.9
ACP Holdings Acquisition Corp. entered into Registration Rights Agreement with Union Street Sponsor, LLC and holders signatory thereto (effective 2026-04-06).
- Action
- entry
- Counterparty
- Union Street Sponsor, LLC and holders signatory thereto
- Effective
- 2026-04-06
Exact text from the filing
A Registration Rights Agreement, dated April 6, 2026, among the Company, the Sponsor and the holders signatory thereto, a copy of which is filed as Exhibit 10.3 to this Report and incorporated herein by reference;
View on SEC.gov
Material Agreements
SEC 8-K Item 1.01/1.02
confidence 0.95
ACP Holdings Acquisition Corp. entered into Warrant Agreement with Odyssey Transfer and Trust Company (effective 2026-04-06).
- Action
- entry
- Counterparty
- Odyssey Transfer and Trust Company
- Effective
- 2026-04-06
Exact text from the filing
A Warrant Agreement, dated April 6, 2026, between the Company and Odyssey Transfer and Trust Company (“Odyssey”), as warrant agent, a copy of which is filed as Exhibit 4.1 to this Report and incorporated herein by reference;
View on SEC.gov
Material Agreements
SEC 8-K Item 1.01/1.02
confidence 0.95
ACP Holdings Acquisition Corp. entered into Underwriting Agreement with Roth Capital Partners, LLC (effective 2026-04-06).
- Action
- entry
- Agreement
- underwriting
- Counterparty
- Roth Capital Partners, LLC
- Effective
- 2026-04-06
Exact text from the filing
An Underwriting Agreement, dated April 6, 2026, between the Company and Roth Capital Partners, LLC, as representative of the underwriters named therein (the “Representative”), a copy of which is filed as Exhibit 1.1 to this Current Report on Form 8-K (this “Report”) and incorporated herein by reference;
View on SEC.gov
Material Agreements
SEC 8-K Item 1.01/1.02
confidence 0.95
ACP Holdings Acquisition Corp. entered into Investment Management Trust Agreement with Odyssey Transfer and Trust Company (effective 2026-04-06).
- Action
- entry
- Counterparty
- Odyssey Transfer and Trust Company
- Effective
- 2026-04-06
Exact text from the filing
An Investment Management Trust Agreement, dated April 6, 2026, between the Company and Odyssey, as trustee, a copy of which is filed as Exhibit 10.2 to this Report and incorporated herein by reference;
View on SEC.gov
Material Agreements
SEC 8-K Item 1.01/1.02
confidence 0.95
ACP Holdings Acquisition Corp. entered into Private Placement Units Purchase Agreement with Roth Capital Partners, LLC (effective 2026-04-06).
- Action
- entry
- Agreement
- equity purchase
- Counterparty
- Roth Capital Partners, LLC
- Effective
- 2026-04-06
Exact text from the filing
A Private Placement Units Purchase Agreement, dated April 6, 2026, between the Company and the Representative, a copy of which is filed as Exhibit 10.5 to this Report and incorporated herein by reference;
View on SEC.gov
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