US Merger & Acquisition SEC Filings — June 25, 2026

25-06-2026

BPGC Acquisition Corp. disclosed that iRocket Technologies terminated the Merger Agreement on April 14, 2026, after the transaction was not completed by the March 16, 2026 deadline. The parties engaged in eight weeks of discussions to reinstate the agreement but failed to reach mutually acceptable terms, leaving the merger dead.

• · The Merger Agreement was originally entered into on July 22, 2025, and amended three times (October 6, 2025; October 30, 2025; December 12, 2025).
• · Termination was permitted under Section 10.01(c)(ii) of the Merger Agreement because the transaction was not completed by March 16, 2026.
• · The Support Agreement entered into in connection with the Merger Agreement also automatically terminated.
• · Post-termination discussions lasted approximately eight weeks but did not result in a reinstatement.

25-06-2026

Gaxos.ai Inc. completed the sale of its gaming assets (including mobile games and Gaxos Gaming Labs) to Game Foundry AI for approximately $1.75 million in an all-stock deal, and separately acquired 250,000 shares of Game Foundry AI common stock for $200,000. The divestiture is intended to streamline operations and allow Gaxos to focus on revenue-generating, higher-margin AI business lines. However, the company cautions that the restricted shares received may have limited or no realizable value, and no assurance is given that anticipated operational or financial benefits will be achieved.

• · Transaction structured as an all-stock deal valued at approximately $1.75 million.
• · Gaxos additionally acquired 250,000 shares of Game Foundry AI common stock for $200,000 cash.
• · Gaxos cautions that the restricted shares of Game Foundry AI have no established public trading market and may have limited or no realizable value.
• · No assurance that the company will achieve anticipated operational or financial benefits from the divestiture.

25-06-2026

Cayson Acquisition Corp. filed an 8-K announcing Amendment No. 3 to its merger agreement with Mango Financial Group Ltd., Mango Temp Ltd., and North Water Investment Group Holdings Ltd. The amendment extends the outside date for closing the merger to March 23, 2027, marking the third extension of the original July 11, 2025 agreement. This suggests ongoing delays in consummating the SPAC merger, which may signal execution challenges.

• · This is the third amendment to the merger agreement, with prior amendments on September 11, 2025 and April 14, 2026.
• · The outside date for the merger closing is now March 23, 2027, extended from an unspecified prior date.
• · The termination right is not available to any party whose actions primarily caused the delay.
• · Cayson is a Cayman Islands SPAC; Mango Financial Group is also a Cayman Islands exempted company.

25-06-2026

Flag Ship Acquisition Corp (FSHPU) extended its deadline to complete an initial business combination to July 20, 2026, after its sponsor deposited $51,482 into the trust account. Shareholders redeemed 1,507,257 ordinary shares following the June 11, 2026 extraordinary general meeting, reducing the trust balance. The sponsor can fund up to 12 monthly extensions through June 20, 2027, but the company has not yet announced a target merger.

• · The company is considered an emerging growth company under SEC rules.
• · The sponsor deposited the extension payment on June 18, 2026.
• · Shareholders redeemed 1,507,257 ordinary shares at the June 11, 2026 meeting.
• · The extension fee is the lesser of $60,000 or $0.033 per outstanding IPO share.

25-06-2026

Launch One Acquisition Corp. (LPAAW) has postponed its extraordinary general meeting from July 7, 2026 to July 10, 2026 to vote on extending the deadline for an initial business combination from July 15, 2026 to January 15, 2027. The redemption deadline for shareholders has also been extended to July 8, 2026. The filing does not provide any financial results or period-over-period comparisons.

• · The meeting was postponed by 3 days, from July 7 to July 10, 2026.
• · The extension would push the business combination deadline from July 15, 2026 to January 15, 2027.
• · Shareholder redemption deadline extended to July 8, 2026 at 5:00 p.m. ET.
• · The proxy statement was filed with the SEC and mailed to shareholders of record as of May 15, 2026.
• · The company is an emerging growth company and has elected not to use the extended transition period for new accounting standards.

25-06-2026

Real Asset Acquisition Corp. (RAAQ) held an extraordinary general meeting on June 25, 2026, where shareholders approved the proposed business combination with IQM Quantum Computers Oyj. The Business Combination Proposal received 13,687,335 votes in favor, 800,760 against, and 306 abstentions, while the Merger Proposal received 13,687,536 votes in favor, 800,760 against, and 105 abstentions. However, only approximately 63% of eligible shares were represented at the meeting, indicating significant shareholder apathy or opposition, and the 800,760 votes against each proposal represent a notable minority dissent.

• · The Business Combination Agreement was dated February 22, 2026.
• · The Registration Statement on Form F-4 was declared effective by the SEC on June 5, 2026.
• · Each issued Class A ordinary share of RAAQ will be exchanged for one American depositary share of IQM.
• · Each warrant of RAAQ will be assumed by IQM and become a warrant to purchase one American depositary share of IQM.
• · RAAQ is an emerging growth company and has elected not to use the extended transition period for complying with new financial accounting standards.
• · The filing includes extensive forward-looking statements and risk factors related to IQM's emerging technology, historical net losses, and limited operating history.

25-06-2026

Live Oak Acquisition Corp. V completed its business combination with Teamshares Inc. on June 18, 2026, creating a publicly traded combined company listed on Nasdaq under ticker 'TMS' and 'TMSWW'. The merger consideration was $525.0 million, and former Teamshares stockholders received shares of combined company common stock based on a conversion ratio derived from a per-share price of $10.00. Earnout participants may receive up to an additional 6,000,000 shares if volume-weighted average trading prices meet targets of $12.00, $15.00, or $20.00 per share over specified periods within five years of closing.

• · The business combination was approved by Live Oak shareholders on June 16, 2026, and closed on June 18, 2026.
• · The conversion ratio for Teamshares stock to combined company stock is Per Share Price divided by $10.00, where Per Share Price equals $525.0 million plus any Interim Period Financing amounts divided by fully-diluted company shares.
• · Earnout shares are not registered at the time of issuance.
• · If no trigger events occur during the five-year earnout period, no earnout shares will be delivered.
• · Live Oak was a SPAC incorporated on November 27, 2024, with no operations or revenue prior to the combination.
• · Teamshares was formed on June 28, 2019, and acquires small-to-medium businesses, integrating them into its platform and granting employee stock ownership.

25-06-2026

Aeon Acquisition I Corp. completed its IPO of 14,375,000 units (including full exercise of the over-allotment option) at $10.00 per unit, generating total gross proceeds of $143,750,000. As of June 8, 2026, the full net proceeds from the IPO and private placement were deposited into a trust account for shareholders. The filing includes an audited balance sheet as of that date.

• · The IPO units were sold at $10.00 per unit, with each unit consisting of one Class A ordinary share, one redeemable warrant (exercise price $11.50), and one right to receive one-fourth of one ordinary share upon business combination.
• · The trust account balance of $143,750,000 includes net proceeds from both the IPO and the private placement.
• · The audited balance sheet as of June 8, 2026 is included as Exhibit 99.1.
• · The company is an emerging growth company and has elected not to use the extended transition period for complying with new financial accounting standards.

25-06-2026

AmperCap Acquisition Company (APMC) announced that effective June 29, 2026, holders of its units (APMCU) may elect to separately trade the underlying ordinary shares (APMC) and share rights (APMCR) on Nasdaq. The separation is a routine milestone for a SPAC post-IPO, with no financial impact or business combination announced.

• · Separate trading begins on or about June 29, 2026.
• · Units not separated will continue to trade under symbol APMCU.
• · Holders must contact Continental Stock Transfer & Trust Company to separate units.
• · No financial terms, merger target, or business combination were disclosed.

25-06-2026

Launch Two Acquisition Corp. (SPAC) announced a definitive business combination agreement with NuCube Energy, Inc., a developer of advanced nuclear microreactor technologies. The transaction will be effected through a merger following the SPAC's re-domiciliation from the Cayman Islands to Delaware, with NuCube becoming a wholly-owned subsidiary. The deal is subject to shareholder approval and other customary closing conditions, with a registration statement on Form S-4 to be filed with the SEC.

• · The SPAC's units trade under ticker LPBBU, Class A ordinary shares under LPBB, and warrants under LPBBW on Nasdaq.
• · The SPAC is an emerging growth company and has elected not to use the extended transition period for complying with new financial accounting standards.
• · The Business Combination Agreement was entered into on June 25, 2026.
• · The SPAC will de-register from the Cayman Islands and re-domicile to Delaware prior to the merger.
• · All outstanding shares of NuCube preferred stock will convert into common stock immediately before the merger.
• · The filing includes an Investor Presentation (Exhibit 99.2) for institutional investor meetings.

25-06-2026

Bleichroeder Acquisition Corp. II, its French merger sub, and Pasqal Holding SAS have entered into Amendment No. 2 to their Business Combination Agreement, dated June 25, 2026. The amendment revises the post-merger board composition to include nine directors, with specific designation rights for

25-06-2026

HeartCore Enterprises completed the strategic divestiture of its 51% stake in loss-making subsidiary Sigmaways to a third party, along with related intercompany loans and receivables. The transaction is intended to reduce exposure to a non-core business that had a shareholders' deficit of approximately $3.6 million as of March 31, 2026, and has been a drag on consolidated results. The company now focuses on its Go IPO consulting services (currently three client engagements) and potential expansion into financial services and capital markets advisory (two M&A advisory engagements).

• · Sigmaways has experienced continued revenue declines and operating losses since its acquisition in 2023.
• · The divestiture includes assignment of related intercompany loans and other receivables.
• · HeartCore is based in Tokyo, Japan, and primarily serves Japanese corporate clients seeking U.S. market listings.

25-06-2026

Range Capital Acquisition Corp. (RANGU) entered into a promissory note with its sponsor, Range Capital Acquisition Sponsor, LLC, for up to $540,000 to fund monthly drawdowns of up to $60,000 into its trust account until the earlier of a business combination or liquidation. The note is non-interest bearing and matures upon consummation of a business combination or winding up, with the sponsor waiving any claims against the trust account. This financing supports the SPAC's ongoing operations as it seeks an acquisition target.

• · Drawdowns begin June 24, 2026, and continue monthly until the earliest of: March 23, 2027, business combination consummation, or trust liquidation.
• · The note is non-interest bearing and matures upon business combination or winding up.
• · Sponsor waives all claims against the trust account, protecting public shareholders.
• · No fees or other amounts are due to the payee in connection with drawdowns.

25-06-2026

Clearwater Analytics Holdings, Inc. completed its take-private acquisition by a Permira and Warburg Pincus-led investor group in a transaction valued at approximately $8.4 billion. Stockholders received $24.55 per share in cash, representing a 47% premium over the undisturbed share price. The company will now operate as a private entity to accelerate investment in its AI roadmap and next-generation platform capabilities.

• · The transaction was supported by Francisco Partners and Temasek.
• · Clearwater's Class A common stock no longer trades on the New York Stock Exchange.
• · The acquisition followed a thorough review by a Special Committee of independent and disinterested board members, which unanimously recommended approval.
• · The transaction was approved by the Board and stockholders, including a majority of disinterested stockholders.
• · Clearwater supports over $10 trillion in assets globally.
• · Permira has total committed capital of approximately €90 billion.
• · Warburg Pincus has more than $100 billion in assets under management.
• · Francisco Partners has raised over $50 billion in capital to date.
• · Temasek has a net portfolio value of US$324 billion as of March 31, 2025.
• · Goldman Sachs Alternatives provided 100% committed debt financing to the Investor Group.