secwatch / observer
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.

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

Machine-readable event card

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ACP Holdings Acquisition Corp.
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JSON Markdown Plain text

Source-grounded claims

e8128c93dc84bb4d6dd4d1ea4c8a05ed4da162d8

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).

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.

SEC 8-K Item 5.03/5.05/5.06 confidence 0.9 SEC evidence

24a09942d9a07667b5329559c077b12960dee1e4

ACP Holdings Acquisition Corp. entered into Letter Agreement with Union Street Sponsor, LLC (effective 2026-04-06).

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;

SEC 8-K Item 1.01/1.02 confidence 0.95 SEC evidence

404bb7d7787615e4fe48753b4abab63dbb9edda4

ACP Holdings Acquisition Corp. entered into Private Placement Units Purchase Agreement with Union Street Sponsor, LLC (effective 2026-04-06).

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;

SEC 8-K Item 1.01/1.02 confidence 0.95 SEC evidence

4a2a9ad3ad95eb0ac37003f520bb6984cd28883d

ACP Holdings Acquisition Corp. entered into Services Agreement with Union Street Sponsor, LLC (effective 2026-04-06).

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;

SEC 8-K Item 1.01/1.02 confidence 0.9 SEC evidence

61f36dc0827c508d5b9e639e2739c813723e8847

ACP Holdings Acquisition Corp. entered into Registration Rights Agreement with Union Street Sponsor, LLC and holders signatory thereto (effective 2026-04-06).

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;

SEC 8-K Item 1.01/1.02 confidence 0.9 SEC evidence

74ca054474d9c245bbf73a8abe873d825f4620e9

ACP Holdings Acquisition Corp. entered into Warrant Agreement with Odyssey Transfer and Trust Company (effective 2026-04-06).

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;

SEC 8-K Item 1.01/1.02 confidence 0.95 SEC evidence

9923327876ac624fc0b0696415a39fbf8fc45392

ACP Holdings Acquisition Corp. entered into Underwriting Agreement with Roth Capital Partners, LLC (effective 2026-04-06).

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;

SEC 8-K Item 1.01/1.02 confidence 0.95 SEC evidence

bb7baae4a8b624f860da03939915142172f47e7f

ACP Holdings Acquisition Corp. entered into Investment Management Trust Agreement with Odyssey Transfer and Trust Company (effective 2026-04-06).

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;

SEC 8-K Item 1.01/1.02 confidence 0.95 SEC evidence

d8859394a78ddc6d5bb43f25b6090849d4e13181

ACP Holdings Acquisition Corp. entered into Private Placement Units Purchase Agreement with Roth Capital Partners, LLC (effective 2026-04-06).

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;

SEC 8-K Item 1.01/1.02 confidence 0.95 SEC evidence

Comparable filings

DGAC

Disciplined Growth Acquisition Corp. closes $150M IPO on NYSE

DISCIPLINED GROWTH ACQUISITION Corp June 1, 2026, 4:15 PM ET other_material Items 1.01, 3.02, 5.02, 5.03, 8.01, 9.01

same fact type: governance_change, material_agreement same SEC item: 1.01, 3.02, 5.02, 5.03, 8.01, 9.01 same event type: other_material similar materiality

This 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.

Comparable filing

On May 26, 2026, in connection with the IPO, the Company filed its amended and restated memorandum and articles of association (the “Amended and Restated Memorandum and Articles of Association”) with the Cayman Islands Registrar of Companies, which was effective on May 26, 2026.

Filing page SEC filing

SAGU

Shreya Acquisition Group closes $110M IPO, 11M units at $10 each on NYSE

Shreya Acquisition Group May 11, 2026, 7:59 PM ET other_material Items 1.01, 3.02, 5.02, 5.03, 8.01, 9.01

same fact type: governance_change, material_agreement same SEC item: 1.01, 3.02, 5.02, 5.03, 8.01, 9.01 same event type: other_material similar materiality

This 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.

Comparable filing

On May 6, 2026, and in connection with the IPO, the Company adopted its Amended and Restated Memorandum and Articles of Association.

Filing page SEC filing

CLRB

Cellectar raises ~$35M via stock/warrant offering; reports positive 12-mo Phase 2b WM data

Cellectar Biosciences, Inc. May 8, 2026, 7:59 PM ET other_material Items 1.01, 3.02, 8.01, 9.01

same fact type: material_agreement same SEC item: 1.01, 3.02, 8.01, 9.01 same event type: other_material similar materiality

This 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;

Comparable filing

pursuant to an additional securities purchase agreement with certain members of the executive management team of the Company (the “Management Purchase Agreement”

Filing page SEC filing

PSEC

Prospect Capital enters $400M at-the-market preferred stock offering; reclassifies 16M common shares

PROSPECT CAPITAL CORP May 8, 2026, 7:59 PM ET other_material Items 1.01, 3.03, 5.03, 9.01

same fact type: governance_change, material_agreement same SEC item: 1.01, 5.03, 9.01 same event type: other_material similar materiality

This 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.

Comparable filing

On May 8, 2026, in connection with the Offering, the Company filed Articles Supplementary (the “Articles Supplementary”) with the State Department of Assessments and Taxation of Maryland (“SDAT”), reclassifying and designating 16,000,000 authorized and unissued shares of the Company’s common stock, par value $0.001 per share (the “Common Stock”), into shares of Series A Preferred Stock.

Filing page SEC filing

ADT

Apollo sells all 102M ADT shares; ADT repurchases 29.1M shares in $1.5B plan

ADT Inc. May 8, 2026, 7:59 PM ET other_material Items 5.02, 5.03, 8.01, 9.01

same fact type: governance_change same SEC item: 5.02, 5.03, 8.01, 9.01 same event type: other_material similar materiality

This 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.

Comparable filing

On May 8, 2026, the Board approved an amendment and restatement of the Company’s Amended and Restated Bylaws, dated as of September 15, 2023 (as amended, the “ Bylaws ”), to remove references related to Apollo and the Amended and Restated Stockholders Agreement, dated December 14, 2018, between the Company, Prime Security Services TopCo Parent, L.P., and the Co-Investors.

Filing page SEC filing

KRMN

Selling stockholders price upsized secondary offering of 14M shares at $61/share for ~$854M gross proceeds

Karman Holdings Inc. June 1, 2026, 5:28 PM ET other_material Items 1.01, 7.01, 8.01, 9.01

same fact type: material_agreement same SEC item: 1.01, 8.01, 9.01 same event type: other_material similar materiality

This 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;

Comparable filing

On May 28, 2026, Karman Holdings Inc. (the “Company”) entered into an underwriting agreement (the “Underwriting Agreement”) with the persons named in Schedule II thereto (the “Selling Stockholders”) and Citigroup Global Markets Inc. and Evercore Group L.L.C., as the underwriters (the “Underwriters”), pursuant to which the Selling Stockholders agreed to sell 14,000,000 shares of common stock, par value $0.001 per share, of the Company (the “Common Stock”) at a public offering price of $61.00 per share (the “Offering Price”), less underwriting discounts and commissions (the “Offering”).

Filing page SEC filing

XRN

Chiron Real Estate enters $100M preferred equity deal with Maewyn XRN LP

Chiron Real Estate Inc. May 8, 2026, 7:59 PM ET other_material Items 1.01, 3.02, 9.01

same fact type: material_agreement same SEC item: 1.01, 3.02, 9.01 same event type: other_material similar materiality

This 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;

Comparable filing

In connection with the Private Placement, on May 6, 2026, the Company and the Purchasers entered an Investor Rights Agreement.

Filing page SEC filing

PBT

Court approves trust indenture amendments eliminating 75% supermajority requirement

PERMIAN BASIN ROYALTY TRUST May 8, 2026, 7:59 PM ET other_material Items 1.01, 3.03, 5.03, 7.01, 9.01

same fact type: material_agreement same SEC item: 1.01, 5.03, 9.01 same event type: other_material similar materiality

This 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;

Comparable filing

Argent Trust Company, the trustee of the Trust, entered into Amendment No. 2 to the Amended and Restated Trust Indenture of Permian Basin Royalty Trust dated May 8, 2026 (the “Amendment”) implementing the modifications approved by the Court.

Filing page SEC filing

Source: SEC EDGAR
accession 0001213900-26-042564
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