Aureus Greenway to acquire Autonomous Power Corp; $9M PIPE at $3/share

Aureus Greenway Holdings Inc

Merger consideration: Exchange ratio 599.18229 AGH shares per Target share; earn-out up to 42.5M shares (50M if PIPE closed).
$9M private placement at $3/share (or pre-funded warrants) is condition to closing; proceeds to fund merger and operations.
Post-merger board: 5 directors from Target; Andrew Fox as CEO and Chair; other officers named.
Conditions include Nasdaq listing approval, shareholder votes, S-4 effectiveness, no material adverse effect, and financing.
Termination date Dec 31, 2026; lock-up for parent holders, leak-out for target holders signed.

Key facts

Extracted from this filing and checked against the source text.

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

Aureus Greenway Holdings Inc entered into Agreement and Plan of Merger with Autonomous Power Corporation (effective 2026-03-08).

Action: entry
Agreement: merger
Counterparty: Autonomous Power Corporation
Effective: 2026-03-08

Exact text from the filing

On March 8, 2026, Aureus Greenway Holdings Inc., a Nevada corporation (“ Parent ” or the “ Company ”), entered into an Agreement and Plan of Merger (the “ Merger Agreement ”) by and among Parent, Aureus Merger Sub Inc., a Delaware corporation and direct wholly owned subsidiary of Parent (“ Merger Sub ”), Autonomous Power Corporation, a Delaware corporation (“ Target ”), and Andrew Fox, solely in his capacity as the representative, agent and attorney-in-fact of the stockholders of Target (the “ Stockholder Representative ”).

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299 material agreements filed in the last 30 days. Browse all material agreements →

Aureus Greenway Holdings Inc filing history →

Source: SEC EDGAR

accession 0001493152-26-009265

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