Eureka Acquisition Corp 8-K

What Happened

• Eureka Acquisition Corp (EURK) filed an 8-K on June 10, 2026 disclosing it extended its deadline to complete an initial business combination from June 3, 2026 to July 3, 2026.
• On June 2, 2026 Marine Thinking Inc. deposited a $150,000 monthly extension fee into the Company’s trust account pursuant to the parties’ Business Combination Agreement (dated Oct. 29, 2025).
• Eureka issued an unsecured, non‑interest bearing promissory note (the “Extension Note”) dated June 8, 2026 to Marine Thinking for the $150,000; the note is payable on the earlier of the closing of the business combination or the Company’s term expiry.

Key Details

• Extension fee deposited: $150,000 on June 2, 2026; deadline extended to July 3, 2026.
• Extension Note: $150,000 principal, no interest, maturity upon business combination or company expiry; events of default can accelerate payment.
• Conversion right: Marine Thinking may convert the note (in whole or in part) into Units at $10 per Unit by notifying the company ≥2 business days before closing. $150,000 ÷ $10 = 15,000 Units (each Unit = 1 Class A share + a right to 1/5 of a share), which would entail rights to 15,000 Class A shares plus rights to 3,000 additional Class A shares upon closing.
• Securities issued on conversion would be unregistered and subject to transfer restrictions, but bear registration rights. A Form S-4 (File No. 333-295483) covering the proposed combination with Marine Thinking was filed.

Why It Matters

• The filing confirms a one-month life extension for the SPAC, giving shareholders and deal parties more time to close the proposed merger with Marine Thinking.
• The $150K promissory note creates a short-term unsecured obligation for Eureka and gives Marine Thinking the option to convert that obligation into equity at a fixed $10-per-Unit rate, potentially increasing outstanding public shares/rights if exercised.
• Investors should note the conversion is optional for Marine Thinking, the Units have transfer restrictions until the business combination, and the S-4/proxy will contain more detail and voting information when finalized.