AmperCap Acquisition Co 8-K

What Happened

• AmperCap Acquisition Co. (APMC) announced it closed its initial public offering on June 4, 2026, selling 12,500,000 units at $10.00 per unit for gross proceeds of $125,000,000. Each unit includes one ordinary share and one right to receive 1/10 of an ordinary share upon a successful business combination.
• Concurrently, the company completed private sales of 512,500 units at $10.00 per unit to the Sponsor, EarlyBirdCapital, Inc. (EBC), and certain third‑party investors (sold under Section 4(a)(2)). Multiple IPO‑related agreements were entered into on June 2, 2026, including the Underwriting Agreement (EBC), Share Rights Agreement, Private Placement Units Purchase Agreements, Investment Management Trust Agreement, Registration Rights Agreement, Administrative Services Agreement, and indemnity agreements for officers and directors.

Key Details

• IPO: 12,500,000 units at $10.00 each; gross proceeds $125,000,000 (closed June 4, 2026).
• Private placement: 512,500 units at $10.00 each (simultaneous with IPO; exempt from registration).
• Board changes: John Salemi, Luis Pena Kegel, and Alfredo Flores Ibarrola appointed to the board on June 2, 2026; Salemi named chair of the Audit and Compensation Committees.
• Trust funding: $126,250,000 of IPO and private placement proceeds placed in a U.S. trust account held by Continental Stock Transfer & Trust Company; funds generally locked until (i) completion of an initial business combination, (ii) liquidation if no combination within 21 months, or (iii) shareholder‑approved amendment triggering redemptions. Up to $100,000 of trust interest may be released for winding up expenses.

Why It Matters

• The filing shows APMC is now a funded SPAC with a dedicated trust account holding the bulk of offering proceeds, which will be used to finance a future merger or acquisition (the company’s "initial business combination"). Investors should note the 21‑month timeframe for completing a business combination (subject to any approved extension) and the mechanics that allow public shareholders to redeem shares if no deal is completed.
• Governance and sponsor arrangements were established (board appointments, indemnities, registration‑rights and administrative agreements), which shape how the SPAC will seek and execute a target transaction and affect shareholder protections and sponsor economics.