AmperCap Acquisition Co 8-K

What Happened
AmperCap Acquisition Company announced a partial exercise of the underwriters’ over‑allotment option related to its June 4, 2026 IPO and the forfeiture of certain founder shares. The company sold 12,500,000 units in the IPO at $10.00 per unit and completed related private placement sales; underwriters purchased 1,837,500 additional Option Units on June 10, 2026 (leaving 37,500 Option Units unexercised). As a result of the underwriters declining the remaining over‑allotment, the Sponsor forfeited 12,500 founder shares.

Key Details

• IPO: 12,500,000 units sold on June 4, 2026 at $10.00 per unit, gross proceeds $125,000,000.
• Private placement: 512,500 units sold concurrently for $5,125,000 (exempt under Section 4(a)(2)); no underwriting discounts/commissions on that sale.
• Over‑allotment: Underwriters purchased 1,837,500 Option Units on June 10, 2026 at $10.00 each, adding $18,375,000 in gross proceeds; 37,500 Option Units were not exercised.
• Additional private placement at closing of the option: Sponsor and EBC bought 55,125 Private Placement Units for $551,250.
• Trust account: Approximately $144,808,750 of proceeds from the Units, Option Units, and Private Placement Units were placed in a U.S.‑based trust account (Continental Stock Transfer & Trust Company acting as trustee).
• Forfeiture: 12,500 founder shares held by the Sponsor were forfeited following the underwriters’ decision not to exercise the remaining over‑allotment.

Why It Matters

• The partial exercise increased the cash held in the SPAC’s trust, which is the pool of funds available for a future business combination.
• The forfeiture of founder shares reduces the Sponsor’s pre‑IPO equity stake, which can affect post‑deal ownership and dilution dynamics for public investors.
• The filing documents how much capital was raised, where it is held, and the regulatory basis for the private placements—key facts for investors tracking the SPAC’s cash position and capitalization.