Eureka Acquisition Corp 8-K

What Happened

• Eureka Acquisition Corp (EURK) filed an 8-K reporting that its sponsor, Hercules Capital Management Corp, deposited $150,000 into the company’s trust account on January 2, 2026 to extend the deadline to complete its initial business combination from January 3, 2026 to February 3, 2026.
• In connection with that payment the company issued an unsecured Extension Note dated January 5, 2026 for $150,000 to the sponsor. On January 6, 2026 the company also issued an unsecured Sponsor Note allowing draws up to $300,000 for working capital. Both notes bear no interest and are payable upon the earlier of consummation of the business combination or the company’s term expiry (the Maturity Date).

Key Details

• Extension deposit: $150,000 paid into the trust account on January 2, 2026, enabling a one‑month extension to February 3, 2026.
• Extension Note: $150,000 principal, dated Jan 5, 2026; no interest; payable at business combination or expiry; contains customary default provisions and acceleration rights.
• Sponsor Note: up to $300,000 available for working capital, dated Jan 6, 2026; no interest; same maturity and default terms.
• Conversion feature: Sponsor may convert all or part of either note into private Units (1 Unit = 1 Class A ordinary share + 1/5 warrant) by giving at least two business days’ written notice before closing; number of Units = outstanding principal ÷ $10. Units (and underlying securities) generally cannot be transferred until completion of the business combination and have registration rights.

Why It Matters

• The sponsor-funded extension and working capital notes give the SPAC more time and cash to pursue a deal without redeeming public shares immediately.
• If the sponsor converts note balances into Units at the $10-per-Unit conversion formula, that would issue additional private Units and could dilute public shareholders when the business combination closes.
• Notes are unsecured, interest‑free and payable only at a business combination or at expiry, so repayment depends on timing and outcome of the SPAC process rather than near-term cash flows.