8-KAccepted Oct 2, 7:05 AM ET
Columbus Acquisition Corp: issues promissory notes for $100,000
Accepted (ET)
7:05 AM
Oct 2, 2026
Filed
Oct 2, 2026
Documents
15
Size
463.7 KB
Summary
Columbus Acquisition Corp: issues promissory notes for $100,000
What happened
- The company filed an 8-K on Oct 2, 2026 reporting that it deposited $50,000 into its trust account on Aug 22, 2026 and again on Sep 22, 2026 to extend its initial business combination deadline, and issued three unsecured promissory notes totaling $100,000 to cover those Monthly Extension Fees.
- The notes were issued to Hercules Capital Management VII Corp (the Sponsor) and WISeSat.Space Corp (the Target): an August sponsor note for $25,000 (issued Aug 30, 2026), a target extension note for $50,000 (issued Sep 22, 2026), and a September sponsor note for $25,000 (issued Sep 30, 2026). The Aug 22, 2026 deposit extended the deadline to Sep 22, 2026 and the Sep 22, 2026 deposit extended the deadline to Oct 22, 2026.
Key details
- Deposit amounts and payors: $50,000 deposited on Aug 22, 2026 ($25,000 Sponsor, $25,000 Target) and $50,000 deposited on Sep 22, 2026 ($25,000 Sponsor, $25,000 Target).
- Note terms: the Sponsor Extension Notes and the Target Extension Note bear no interest and have defined repayment events; Sponsor notes payable upon closing of a business combination or winding up; Target note payable upon the earliest of termination of the Business Combination Agreement (other than by the Company under Section 10.1(e)), closing of a business combination, or winding up.
- Conversion rights and transfer restrictions: each payee may convert unpaid obligations into private units at $10.00 per unit (one ordinary share plus one right to receive one-seventh of one ordinary share upon a business combination); the Target payee has an alternative conversion into post-closing shares at $5.00 per share in certain termination scenarios. Conversion units or Conversion Shares may be nontransferable until completion of a business combination or expiration of a lock-up and are entitled to registration rights.
- Securities law and exhibits: the issuance of the Extension Notes was made under the Section 4(a)(2) exemption from registration; copies of the notes are filed as exhibits.
Why it may matter
- The filing reports Item 1.01 (entry into a material definitive agreement), Item 2.03 (creation of a direct financial obligation), and Item 3.02 (unregistered sale of equity securities), covering the extension fee deposits, the promissory notes issued by the company, and the conversion and transfer terms for the notes.
- The filing does not show why the insider traded or why the company acted.