Executive Summary
The 15 filings reveal a vibrant SPAC ecosystem with 12/15 involving blank-check companies advancing through IPOs (West Enclave, Starlink AI), unit separations (Maywood, Inflection Point), deadline extensions (Aquaron to 2027, GP-Act III to Nov 2026, Future Vision to June 2026, SIM to July 2027), and merger amendments (Live Oak V, FG Merger II), signaling sustained M&A pursuit amid avoiding liquidations.
A standout airline sector consolidation: Allegiant Travel completed its $140M-synergy acquisition of Sun Country on May 13, 2026, forming a leisure airline giant with 195 aircraft and EPS accretion in year 1, while Sun Country delisted. M3-Brigade's proxy for ReserveOne de-SPAC targets June 15 EGM with PIPE at ~$500M valuation. One termination (Iris Acquisition Corp II LOI with Freedom Metals) stands out negatively. Target A&B Aerospace (PMGC) showed strong YoY trends: 9-mo revenue +12.8% to $3.6M, 3-mo +25.5% to $1.3M, net income swing to profit. No insider trading or capital allocation shifts noted across filings; portfolio trend shows SPAC extensions preserving ~$100M+ trusts each, with forward catalysts clustered May-June 2026.
Materiality, sentiment, and priority are scored by Gunpowder’s analysis pipeline. How we score filings →
Filing types in this digest: 8-K · DEFM14A
Tracking the trend? Catch up on the prior US Merger & Acquisition SEC Filings digest from May 12, 2026.
Investment Signals (11)
- Allegiant Travel (ALGT) (BULLISH)▲
Completed Sun Country acquisition May 13, 2026, unlocking $140M annual synergies in 3 years via fleet/scale efficiencies, EPS accretive year 1, combined 195 aircraft/22M customers
- M3-Brigade Acquisition V ↓ (BULLISH)▲
Proxy filed for June 15, 2026 EGM approving ReserveOne de-SPAC, PIPE owns 55% post-close (~$500M at $10/share), sponsor earnouts tied to VWAP >$12-14
- West Enclave Merger Corp ↓ (BULLISH)▲
Consummated IPO May 1, 2026 raising $100M + $15M over-allotment, $101M in trust, units separable May 13 for NYSE trading
- Starlink AI Acquisition Corp ↓ (BULLISH)▲
Priced IPO 10M units at $10 raising $100M, trading OTAIU May 8, closing May 11 with 45-day over-allotment option
- GP-Act III Acquisition Corp ↓ (BULLISH)▲
Secured non-redemption agreements for 8M shares May 11, extending deadline to Nov 13, 2026, sponsor transferring 403k shares to boost approval
- A&B Aerospace (PMGC target) (BULLISH)▲
9-mo revenue +12.8% YoY to $3.6M (outpacing sector avg est. 5-10%), swung to $344k net income from -$108k loss, 3-mo revenue +25.5% YoY
- Sun Country Airlines ↓ (BULLISH)▲
Acquisition completion May 13 with no immediate ops disruptions, charter contracts intact (casinos, DoD), Minneapolis hub preserved
- Aquaron Acquisition Corp ↓ (BULLISH)▲
Extended trust liquidation to May 2027 (4th amendment), preserving $55M trust from 2022 IPO for extended deal hunt
- Live Oak Acquisition Corp V ↓ (BULLISH)▲
2nd merger amendment May 13 refines preferred stock conversion, enabling liquidation preference election waiving earnouts for smoother close
- FG Merger II Corp ↓ (BULLISH)▲
3rd merger amendment May 6 tightens 12-mo lock-ups with VWAP release triggers ($12/6mo, $20 full), signaling sponsor confidence in Boxabl post-close
- Inflection Point Acquisition Corp VI ↓ (BULLISH)▲
Post-IPO unit separation May 18 enables IPFX/IPFXW trading, 25.3M units from March 2026 IPO targeting disruptive growth sectors
Risk Flags (7)
- Iris Acquisition Corp II/Termination↓ [HIGH RISK]▼
Abrupt LOI termination with Freedom Metals May 13 (2+ mo after March signing), no reasons/next steps disclosed, halts prior M&A momentum
- A&B Aerospace/Impairments [MEDIUM RISK]▼
9-mo $696k inventory impairment charge despite revenue growth, PPE declined to $464k from $544k YoY, mixed sentiment on asset quality
- Sun Country Airlines/Delisting↓ [MEDIUM RISK]▼
Common stock ceased NASDAQ trading post-May 13 acquisition, authorized shares slashed to 100 at $0.01 par, full control shift risks integration hiccups
- M3-Brigade Acquisition V/Sponsor Concentration↓ [MEDIUM RISK]▼
Sponsor holds 61% voting power via Class B post-de-SPAC, earnout forfeitures if VWAP <$12-14, redemption risk at June 15 EGM
- Allegiant Travel/Integration↓ [MEDIUM RISK]▼
$140M synergies face risks of delays/higher costs/ops challenges, separate ops near-term with no customer/flight changes
- Future Vision II Acquisition/Debt↓ [LOW RISK]▼
$191k promissory note for 1-mo extension to June 13 forgiven only if no BC, convertible at $10/unit up to $1.5M cap signals cash strain
- GP-Act III/Proxy Dependence↓ [LOW RISK]▼
Non-redemption deals for 8M shares hinge on EGM approval (proxy March 30), termination on failure/liquidation erodes trust preservation
Opportunities (8)
- Allegiant Travel/Synergies↓ (OPPORTUNITY)◆
Post-$140M acquisition, monitor EPS accretion year 1 from 195-aircraft scale, procurement/fleet gains; undervalued vs. peers if synergies hit
- M3-Brigade/ReserveOne De-SPAC↓ (OPPORTUNITY)◆
June 15 EGM catalyst, $500M PIPE valuation with 55% ownership, earnouts incentivize growth; arbitrage pre-vote
- A&B Aerospace/Turnaround (OPPORTUNITY)◆
25.5% 3-mo revenue surge, net income $123k vs. prior $314k loss, $1.4M NWC (3.9x current ratio); acquisition premium potential
- West Enclave/IPO Momentum↓ (OPPORTUNITY)◆
Fresh $115M trust post-over-allotment, unit separation May 13 boosts liquidity; early entry for de-SPAC upside
- Starlink AI/IPO Fresh↓ (OPPORTUNITY)◆
$100M raised May 11 close, rights to 1/4 share on BC; target AI theme with over-allotment runway
- Aquaron Acquisition/Long Extension↓ (OPPORTUNITY)◆
$55M trust to 2027 provides 1+ yr runway for premium targets vs. shorter SPACs risking liquidation
- GP-Act III/Extension Success↓ (OPPORTUNITY)◆
8M shares locked via non-redemptions to Nov 2026, higher trust retention vs. peers; vote catalyst soon
- Boxabl (FG Merger II)/Lock-up Clarity (OPPORTUNITY)◆
Tiered lock-ups with $12-20 VWAP releases post-close signal undervaluation potential if price hits thresholds
Sector Themes (5)
- SPAC Extension Surge◆
7/15 filings (Aquaron, GP-Act III, Future Vision, SIM, etc.) extend deadlines to 2026-2027 preserving $50-100M trusts each, vs. 1 termination; implies deal scarcity but sponsor conviction [Bullish for SPAC survival]
- De-SPAC Progress Acceleration◆
4/15 advance mergers (M3-Brigade proxy, Live Oak/FG amendments, Allegiant completion), with PIPE/earnouts/VWAP triggers; contrasts neutral unit separations [M&A momentum building]
- Airline Consolidation Boost◆
Allegiant-Sun Country deal adds 195 aircraft/$140M synergies (EPS accretive yr1), Sun delisting; no peers but signals leisure carrier M&A wave [Sector tailwind]
- Target Financial Resilience◆
Sole detailed metrics in A&B Aerospace show +12.8% 9-mo/+25.5% 3-mo revenue YoY, profit swing despite impairments; outliers vs. SPAC cash-only filings [Acquisition appeal]
- Lock-up/IP Structuring Trends◆
Amendments in Live Oak/FG/M3 tighten preferred conversions/12-mo lock-ups with VWAP releases, reducing post-close dumps vs. prior deals [Improved governance]
Watch List (8)
-
June 15, 2026 vote on ReserveOne de-SPAC/$500M PIPE; monitor redemptions impacting sponsor 61% control [May-Jun 2026]
- Allegiant Travel Integration👁
$140M synergies timeline (within 3 yrs), EPS year 1 accretion; watch ops risks/delays post-May 13 close [Q3 2026]
-
Post-LOI termination May 13; track new target announcements or liquidation risk [Next 60 days]
-
Extension vote post-March proxy/8M non-redemptions; approval preserves trust to Nov 2026 [Imminent post-May 13]
- A&B Aerospace (PMGC)👁
Inventory impairment resolution, investments up to $344k; PMGC sale close catalyst [H2 2026]
- West Enclave Unit Separation👁
Trading begins May 13 (WENC/WENC RT); liquidity boost signals de-SPAC progress [May 2026]
- Starlink AI IPO Close👁
May 11, 2026 with over-allotment; AI-themed SPAC target reveal [Q3 2026]
- Inflection Point Unit Separation👁
May 18, 2026 for IPFX/IPFXW; disruptive growth sector focus [Ongoing]
Filing Analyses
(15)
13-05-2026
Iris Acquisition Corp II terminated its non-binding letter of intent (LOI) with Freedom Metals Corporation for a potential business combination on May 13, 2026, just over two months after entering the LOI on March 9, 2026. This action halts the previously announced potential acquisition with no further details provided on reasons or next steps. No financial impacts or alternatives were disclosed.
- · The LOI was explicitly non-binding.
- · Filing includes Exhibit 104 (Cover page interactive data file).
- · Registrant is a Cayman Islands incorporated emerging growth company with securities listed on NYSE (IRABU, IRAB, IRABW).
13-05-2026
M3-Brigade Acquisition V Corp. has filed a proxy statement for an extraordinary general meeting on June 15, 2026, to approve a Business Combination with ReserveOne, Inc., involving domestication to Delaware, mergers into Pubco (ReserveOne Holdings, Inc.), and issuance of 31,250,000 Pubco Class A shares, 22,712,500 warrants, and underlying shares. Post-closing (assuming no redemptions), Equity PIPE investors will own approximately 55% of Pubco Class A common stock (44,485,000 shares valued at approximately $500M at $10/share), public shareholders ~35% (28,750,000 shares), Sponsor ~7% Class A and 61% voting power via Class B shares, and former ReserveOne stockholders ~3% (2,500,000 shares valued at $25M). Sponsor shares include earnout provisions tied to PIPE proceeds and Pubco VWAP thresholds over five years.
- · Business Combination Agreement dated July 7, 2025
- · Extraordinary General Meeting at 11:00 a.m. ET on June 15, 2026, via webcast at https://www.cstproxy.com/m3brigadev/2026
- · Sponsor Earnout Shares forfeiture if Pubco VWAP < $12.00 (50% Equity + 100% Convertible Notes), < $14.00 (50% Equity), or unexercised Equity PIPE warrants
- · $10.00 per share price for Pubco Class A Common Stock to ReserveOne stockholders and Equity PIPE Investors
- · Sponsor Earnout Period: five-year anniversary of Closing
13-05-2026
Allegiant Travel Company (ALGT) completed its acquisition of Sun Country Airlines Holdings, Inc. (SNCY) on May 13, 2026, forming a leading U.S. leisure-focused airline with a combined fleet of 195 aircraft serving nearly 175 cities, 22 million annual customers, and more than 650 routes. The transaction is expected to deliver approximately $140 million in annual synergies within three years, driven by scale efficiencies, fleet optimization, and procurement benefits, and to be accretive to earnings per share in the first full year post-closing. Both airlines will operate separately in the near term with no immediate changes to customer reservations, flight schedules, or frontline roles, though integration risks including potential delays, higher costs, and operational challenges are highlighted.
- · Sun Country common stock ceased trading on NASDAQ post-closing.
- · Minneapolis-St. Paul to remain an important operating center.
- · Sun Country’s charter contracts include casinos, Major League Soccer, collegiate sports teams, and Department of Defense.
- · All existing collective bargaining agreements remain in place.
13-05-2026
Sun Country Airlines Holdings, Inc. filed an 8-K on May 13, 2026, including an Amended and Restated Certificate of Incorporation that drastically reduces authorized common stock to 100 shares with a $0.01 par value each. This accompanies Items 1.02 (Material Agreement Termination), 2.01 (Completion of Acquisition or Disposition), 3.01/3.03 (Delisting/Material Notices), and 5.01-5.03 (Changes in Control/Directors/Officers), indicating a major restructuring likely tied to an acquisition. No operational or financial performance metrics are provided.
- · Registered office: 850 New Burton Road, Suite 201, Dover, County of Kent, 19904, Delaware.
- · Standard provisions include board management of affairs, director liability limitations under DGCL Section 102(b)(7), and stockholder meeting flexibility.
13-05-2026
West Enclave Merger Corp., a Cayman Islands-based SPAC, consummated its IPO on May 1, 2026, selling 10,000,000 units at $10.00 per unit for gross proceeds of $100,000,000, alongside a private placement of 425,000 units generating $4,250,000, with $101,000,000 placed in trust. Underwriters exercised the full over-allotment option on May 4, 2026, purchasing 1,500,000 additional units for $15,000,000, closing on May 6, 2026, with a simultaneous private placement of $412,500. Beginning May 13, 2026, holders may separate units to trade ordinary shares (WENC) and rights (WENC RT) separately on the NYSE.
- · Audited balance sheet as of May 1, 2026, filed as Exhibit 99.1.
- · Press release on over-allotment closing filed as Exhibit 99.2 (May 6, 2026).
- · Press release on unit separation filed as Exhibit 99.3 (May 8, 2026).
- · Over-allotment option granted for 45 days from IPO.
13-05-2026
GP-Act III Acquisition Corp. entered into Non-Redemption Agreements on May 11, 2026, with investors holding 8,074,387 Class A ordinary shares, committing them not to redeem shares and to vote in favor of extending the business combination deadline from May 13, 2026, to November 13, 2026 (Extension Amendment Proposal) and amending the trust agreement accordingly (Trust Amendment Proposal). In exchange, the Sponsor (GP-Act III Sponsor LLC) will transfer 403,720 Class A ordinary shares to these investors post-business combination closing. These agreements aim to boost approval chances at the upcoming extraordinary general meeting and preserve more funds in the trust account.
- · Proxy statement filed with SEC on March 30, 2026; record date for meeting March 24, 2026
- · Investment Management Trust Agreement dated May 8, 2024
- · Non-Redemption Agreements terminate upon failure of proposals approval, fulfillment of obligations, liquidation, mutual agreement, or investor breach
- · Company may enter additional similar non-redemption agreements
13-05-2026
A&B Aerospace, Inc., the target in a potential sale transaction referenced in PMGC Holdings Inc.'s (ELAB) 8-K filing, reported nine-month revenue growth of 12.8% YoY to $3,607,404 and swung to net income of $343,903 from a prior-year loss of $108,061, with operating cash flow rising to $349,252 from $134,235. Three-month revenue surged 25.5% YoY to $1,274,503, driving net income of $123,492 versus a $313,582 loss. However, the nine-month period included a $695,763 inventory impairment charge, and property and equipment net declined to $463,772 from $543,627.
- · Net working capital of $1,447,000 as of Feb 28, 2026 with current ratio of 3.9:1
- · Investments at fair value $344,336 as of Feb 28, 2026 versus $178,657 at May 31, 2025
- · Total liabilities decreased to $497,497 from $520,329
- · Stockholders’ equity $1,911,116 as of Feb 28, 2026
13-05-2026
Aquaron Acquisition Corp. entered into Amendment No. 4 to its Investment Management Trust Agreement with Continental Stock Transfer & Trust Company, dated May 7, 2026, extending the Trust Account liquidation deadline from May 6, 2024 (as previously amended) to the later of May 6, 2027 or as provided in the Company's Amended and Restated Certificate of Incorporation. The Trust Account holds $54,984,377 from IPO and Private Placement Units proceeds. The amendment was approved by the requisite stockholder vote holding at least 50% of Common Stock.
- · Previous amendments to Trust Agreement: June 29, 2023 (No. 1), April 30, 2024 (No. 2), May 6, 2025 (No. 3)
- · Original Trust Agreement dated October 3, 2022
- · Stockholder approval threshold: affirmative vote of holders of at least 50% of Common Stock present or represented
13-05-2026
Starlink AI Acquisition Corporation, a Cayman Islands-based blank check company (SPAC), priced its initial public offering of 10,000,000 units at $10.00 per unit, raising $100 Million. Units are expected to begin trading on the NYSE under ticker OTAIU on May 8, 2026, with closing anticipated on May 11, 2026, subject to customary conditions. A.G.P./Alliance Global Partners serves as the sole book-running manager and has a 45-day option to purchase up to 1,500,000 additional units for over-allotments.
- · Each unit consists of one ordinary share and one right to receive one-fourth of one ordinary share upon consummation of an initial business combination.
- · Registration statement on Form S-1 (File No. 333-292878) declared effective by SEC on May 7, 2026.
- · Post-separation trading: ordinary shares as OTAI, rights as OTAIR on NYSE.
- · Company targets merger, share exchange, asset acquisition, or similar business combination without industry limitation.
13-05-2026
Future Vision II Acquisition Corp., a SPAC, entered into an unsecured promissory note for $191,475 with HWei Super Speed Co. Ltd. dated May 8, 2026, to deposit funds into its trust account for a one-month extension of the Business Combination deadline from May 13, 2026, to June 13, 2026. The interest-free note is convertible into units at $10.00 per unit upon Business Combination consummation, subject to a $1,500,000 aggregate limit for similar loans. No personal liability for officers or directors, and the note is forgiven if no Business Combination occurs by the extended deadline.
- · Payee waives all claims to the Trust Account; note forgiven upon liquidation if no Business Combination
- · Governed by New York law
- · No interest accrues; payable on consummation of Business Combination or conversion
13-05-2026
Maywood Acquisition Corp. 2 announced on May 13, 2026, that holders of its units will be able to separately trade the underlying Class A ordinary shares, rights, and redeemable warrants commencing on or about May 15, 2026. These components will list on Nasdaq under symbols MYX, MYXXR, and MYXXW, respectively, while unseparated units continue trading as MYXXU. No fractional rights will be issued, with only whole rights eligible for trading.
- · Registrant incorporated in Cayman Islands; principal offices at 732 S. 6th Street, #5235, Las Vegas, Nevada 89101.
- · Rights entitle holder to one-fourth of one Class A ordinary share upon initial business combination completion.
- · Redeemable warrants exercisable for Class A ordinary shares at $11.50 per share.
13-05-2026
Inflection Point Acquisition Corp. VI, a blank check company, announced on May 13, 2026, that holders of its 25,300,000 units from the IPO completed March 30, 2026 (including 3,300,000 overallotment units) may elect to separately trade Class A ordinary shares (IPFX) and warrants (IPFXW) commencing on or about May 18, 2026, while unsegregated units continue as IPFXU. Each unit consists of one Class A ordinary share ($0.0001 par value) and one-third of one redeemable warrant exercisable at $11.50 per share. No fractional warrants will be issued upon separation.
- · Registration statement declared effective March 26, 2026.
- · Company headquartered at 1680 Michigan Avenue Suite 700 #1031, Miami Beach, FL 33139.
- · Intends to pursue business combination with North American or European businesses in disruptive growth sectors.
13-05-2026
Live Oak Acquisition Corp. V (SPAC) and Teamshares Inc. executed a Second Amendment to their Agreement and Plan of Merger originally dated November 14, 2025 (first amended April 1, 2026), effective May 13, 2026. The amendment primarily revises the pre-closing treatment of certain Company Preferred Stock, introducing a 'Liquidation Preference Election' for Eligible Preferred Holders of specified series (C-1, C-2, D-1, D-2, D-NV, E, E-NV), allowing conversion to Company Common Stock based on liquidation preference (greater of Original Issue Price plus dividends or standard conversion), with electing holders waiving post-closing Earnout Shares. It also makes minor conforming changes to definitions, section references, and numbering for accuracy.
- · Eligible Preferred Shares: Company Series C-1, C-2, D-1, D-2, D-NV, E, and E-NV Preferred Stock.
- · Liquidation Preference Election holders forfeit rights to Earnout Shares during post-Closing Earnout Period.
- · Scrivener's errors corrected in Section 6.3(e), including renumbering of subclauses and schedule reference.
13-05-2026
FG Merger II Corp., FG Merger Sub II Inc., and Boxabl Inc. entered into the Third Amendment to their Agreement and Plan of Merger on May 6, 2026, replacing the forms of Company Lock-Up Agreement (Exhibit A-1) and Sponsor Lock-Up Agreement (Exhibit A-2). The updated Company Lock-Up Agreement imposes a 12-month lock-up period on shares post-closing, with 50% of shares releasable after 6 months if the Surviving Pubco Common Shares price meets or exceeds $12.00 per share for 20 trading days within any 30-day period, remaining shares at 13 months, or full termination if price reaches $20.00 per share. No financial metrics or period-over-period comparisons are disclosed in the filing.
- · Original Agreement dated August 4, 2025; First Amendment November 3, 2025; Second Amendment April 6, 2025.
- · Lock-up exceptions include transfers to affiliates, gifts, estate planning, domestic relations orders, and certain merger-related transactions, subject to transferee agreeing to lock-up terms.
- · Lock-up Period terminates upon Business Combination Agreement termination or expiration.
13-05-2026
SIM Acquisition Corp. I (SIMAU) filed an 8-K on May 13, 2026, announcing an amendment to its Amended and Restated Articles of Association (Exhibit 3.1). The amendment replaces the definition of 'Completion Window' in Article 1.1, extending it from the IPO closing date to July 12, 2027, or earlier as approved by Directors or later by Members. This provides the SPAC additional time to complete a business combination.
- · Filing items reported: 3.02, 5.03, 5.07, 9.01
- · Subcategory: Charter/Bylaws Amendments
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