Drugs Made In America Acquisition Corp. 8-K

What Happened
Drugs Made In America Acquisition Corp. (DMAA) announced on April 29, 2026 that it entered into a Definitive Merger Agreement to combine with Power Analytics Global Corp. (PAGC), an AI, advanced analytics and quantum-resistant security solutions company. The merger would result in PAGC becoming the operating business of the surviving public company, which the parties intend to list on Nasdaq following closing.

Key Details

• Merger date and documents: Definitive Merger Agreement dated April 29, 2026; two corrective amendments executed April 30, 2026 (governing law/jurisdiction, notice details).
• Target and floor valuations: target enterprise valuation of PAGC of $1.0 billion, with a Floor Valuation of $300 million (below which the parties may renegotiate or terminate).
• Ownership and financing: parties expect ~90% post-closing ownership by former PAGC shareholders and ~10% by existing DMAA holders (each prior to PIPE or other dilutive issuances). Target minimum cash at closing is $30 million (may close with as low as $15 million with adjustments).
• Closing conditions and timing: closing requires customary conditions including DMAA shareholder approval, effectiveness of an S-4 registration statement, Nasdaq listing approval, no material adverse effect, PAGC debt-free status, delivery of IP schedule and active GSA CAGE Code; agreement can be terminated if not closed within 12 months (with up to two 3-month extensions).

Why It Matters
This 8-K reports a SPAC-style business combination that would take PAGC public via DMAA. Key investor considerations are the agreed valuation milestones, the projected post-closing ownership split (heavy on PAGC shareholders), the need for PIPE or other cash to meet the minimum cash target, and several closing conditions (including SEC registration and Nasdaq listing) that could delay or prevent completion. Investors should review the forthcoming Registration Statement (Form S-4) and proxy materials for full terms, risks, and dilution from any PIPE or other financing.