---
schema_version: "secwatch.filing_event.v1"
accession: "0001829126-25-004484"
form_type: "8-K"
ticker: "COPL"
cik: "0002045473"
company_name: "Copley Acquisition Corp"
filed_at: "2025-06-13T23:59:59+00:00"
generated_at: "2026-05-19T09:25:59.421194+00:00"
event_type: "debt"
sentiment: "neutral"
materiality_score: 0.3
calibrated_materiality_score: 0.3
confidence: "high"
source: SEC EDGAR
---

# Copley Acquisition Corp issues $450K convertible promissory note to sponsor; $146.6K rolled from prior note

## Summary
- Unsecured convertible note to Copley Acquisition Sponsors LLC; principal up to $450,000 for working capital.
- Outstanding balance of $146,608.97 from a previous promissory note rolled into the new note.
- Note bears no interest, with maturity on earlier of business combination or company liquidation.
- Sponsor may convert principal at $7.00/unit into units identical to private placement units (one share + half warrant).
- Sponsor waives all claims against the trust account; note repayable only from funds outside trust if no deal.

## SEC filing metadata
- accession: 0001829126-25-004484
- form_type: 8-K
- ticker: COPL
- cik: 0002045473
- company_name: Copley Acquisition Corp
- filed_at: 2025-06-13T23:59:59+00:00
- event_type: debt
- sentiment: neutral
- materiality_score: 0.3
- calibrated_materiality_score: 0.3
- confidence: high
- sec_items: 1.01, 2.03, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/2045473/000182912625004484/0001829126-25-004484-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/2045473/000182912625004484/copleyacq_8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001829126-25-004484
- JSON: https://secwatch.observer/filing/0001829126-25-004484.json
- Plain text: https://secwatch.observer/filing/0001829126-25-004484.txt

## Key facts
- Debt Financings
  Copley Acquisition Corp incurred convertible notes of $450,000 with Copley Acquisition Sponsors LLC at no interest maturing the earlier of (i) the effective date of a business combination, and (ii) COPL’s liquidation.
  - Instrument: convertible notes
  - Principal: $450,000
  - Counterparty: Copley Acquisition Sponsors LLC
  - Rate: no interest
  - Maturity: the earlier of (i) the effective date of a business combination, and (ii) COPL’s liquidation
  - Event: incurrence
  source text: On June 12, 2025, Copley Acquisition Corp (“COPL”) issued an unsecured convertible promissory note in the aggregate principal amount of $450,000 (the “Note”) to Copley Acquisition Sponsors LLC (“Sponsor”). Pursuant to the Note, COPL agreed to repay the outstanding principal amount of the Note on the earlier of (i) the effective date of a business combination, and (ii) COPL’s liquidation (the “Maturity Date”). At any time on or prior to the Maturity Date, Sponsor may elect to convert the outstanding principal balance and interest accrued on the Note into units at a conversion price equal to $7.00 per unit. Each unit consists of one ordinary share and one-half of one redeemable warrant, with each whole warrant entitling the holder thereof to purchase one Class A ordinary share. The terms of such units issued in connection with such conversion shall be identical to the private placement units sold by COPL simultaneously with COPL’s initial public offering that closed May 2, 2025. The Note
  evidence_url: https://www.sec.gov/Archives/edgar/data/2045473/000182912625004484/0001829126-25-004484-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.