White Pearl Acquisition Corp. 8-K

What Happened
White Pearl Acquisition Corp. announced that its registration statement was declared effective by the SEC on January 30, 2026, and that it consummated its IPO on February 3, 2026. The company sold 11,500,000 units at $10.00 per unit (including full exercise of the underwriters’ over‑allotment), generating gross proceeds of $115,000,000. Each Unit consists of one Class A ordinary share and one right to receive one‑fifth of one ordinary share upon completion of an initial business combination. The filing also notes the company entered into several material agreements in connection with the IPO (e.g., Underwriting Agreement with D. Boral Capital LLC; Rights Agreement and Investment Management Trust Agreement with Continental Stock Transfer & Trust Company; Registration Rights Agreement; Unit Subscription Agreement with sponsor White Pearl Group Limited; and related indemnity and letter agreements). An audited balance sheet reflecting receipt of proceeds will be filed within four business days of the IPO closing.

Key Details

• IPO closed on February 3, 2026: 11,500,000 units at $10.00 each, gross proceeds $115,000,000; over‑allotment fully exercised.
• Private placement with sponsor White Pearl Group Limited: 290,000 private units at $10.00 each, proceeds $2,900,000 (issued under Section 4(a)(2)).
• As of February 3, 2026, $115,000,000 of net proceeds from the IPO and the Private Placement were deposited in the trust account for the benefit of public shareholders.
• Sponsor restrictions: the sponsor agreed not to transfer the Private Units or underlying securities (except in limited circumstances) until the completion of the initial business combination.

Why It Matters
This 8‑K confirms the SPAC is fully capitalized and has the legal agreements in place to begin seeking an initial business combination. The trust account funding is a key investor protection — it shows funds are segregated for public shareholders pending a deal. Sponsor ownership via the private units and the transfer restrictions are important because they affect sponsor alignment and the potential future supply of shares. Investors should expect the company to begin identifying and negotiating a target for a merger/acquisition and to review the forthcoming audited post‑closing balance sheet for final financial details.