PowerUp Acquisition Corp
For the period ended Dec 31, 2023. Filed Mar 11, 2024.
View on SEC.govAbout this filing
A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.
FY2023 · Filed Mar 11, 2024
ASBP$8.51+5.2%Stored close · as of Nov 9, 2026
Extracted filing text, with the paragraph anchors used by the comparison.
See the whole filing, with its images and exhibitsContents
Item 16. Form 10-K Summary
EXHIBIT INDEX
| Exhibit No. | Description |
| 1.1 | Underwriting Agreement, dated February 17, 2022, by and between the Company and Citigroup Global Markets Inc., as representative of the several underwriters (2) |
| 2.1 | Agreement and Plan of Merger, dated December 26, 2023, by and among PowerUp Acquisition Corp., PowerUp Merger Sub Inc., SRIRAMA Associates, LLC, Visiox Pharmaceuticals, Inc., and Ryan Bleeks. (3) |
| 3.1 | Amended and Restated Memorandum and Articles of Association (2) |
| 3.2 | Amendment to Amended and Restated Memorandum and Articles of Association of the Company (4) |
| 4.1 | Specimen Unit Certificate (1) |
| 4.2 | Specimen Class A Ordinary Share Certificate (1) |
| 4.3 | Specimen Warrant Certificate (1) |
| 4.4 | Warrant Agreement, dated February 17, 2022, by and between the Company and American Stock Transfer & Trust Company, as warrant agent (2) |
| 4.5 | Description of Registered Securities (5) |
| 10.1 | Letter Agreement, dated February 17, 2022, by and among the Company, its officers, its directors and PowerUp Sponsor LLC (2) |
| 10.2 | Investment Management Trust Agreement, dated February 17, 2022, by and between the Company and American Stock Transfer & Trust Company, as trustee (2) |
| 10.3 | Private Placement Warrants Purchase Agreement, dated February 17, 2022, by and between the Company and PowerUp Sponsor LLC (2) |
| 10.4 | Registration Rights Agreement, dated as of February 17, 2022, by and between the Company and certain security holders (2) |
| 10.5 | Form of Indemnity Agreement, dated as of February 17, 2022, by and between the Company and each of the directors and officers of the Company (2) |
| 10.6 | Amended and Restated Promissory Note, dated as of January 14, 2022, issued to PowerUp Sponsor LLC (1) |
| 10.7 | Securities Subscription Agreement, dated as of February 16, 2021, by and between the Company and PowerUp Sponsor LLC (1) |
| 10.8 | Form of Non-Redemption Agreement (6) |
| 10.9 | Purchase Agreement, dated July 14, 2023, by and among SRIRAMA Associates, LLC, PowerUp Acquisition Corp., and PowerUp Sponsor LLC (7) |
| 10.10 | Loan and Transfer Agreement, dated December 21, 2023, by and among PowerUp Acquisition Corp., SRIRAMA Associates, LLC, and SSVK Associates, LLC. (3) |
| 10.11 | Loan and Transfer Agreement, dated January 9, 2024, by and among PowerUp Acquisition Corp., SRIRAMA Associates, LLC, and Apogee Pharma Inc.* |
| 10.12 | Form of Subscription Agreement dated March 5, 2024, by and among the PowerUp Acquisition Corp., SRIRAMA Associates, LLC, VKSS Capital, LLC, and Visiox Pharmaceuticals, Inc. and Investor.* |
| 14.1 | Code of Ethics (1) |
| 19.1 | Insider Trading Policy* |
| 21.1 | Subsidiaries of PowerUp Acquisition Corp.* |
| 31.1 | Certification of the Principal Executive Officer required by Rule 13a-14(a) or Rule 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002* |
| 31.2 | Certification of the Principal Financial Officer required by Rule 13a-14(a) or Rule 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002* |
| 32.1 | Certification of the Principal Executive Officer required by Rule 13a-14(b) or Rule 15d-14(b) and 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002** |
| 32.2 | Certification of the Principal Financial Officer required by Rule 13a-14(b) or Rule 15d-14(b) and 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002** |
| 97.1 | Clawback Policy* |
| 99.1 | Audit Committee Charter (1) |
| 99.2 | Compensation Committee Charter (1) |
| 101.INS | Inline XBRL Instance Document* |
| 101.SCH | Inline XBRL Taxonomy Extension Schema* |
| 101.CAL | Inline XBRL Taxonomy Calculation Linkbase* |
| 101.LAB | Inline XBRL Taxonomy Label Linkbase* |
| 101.PRE | Inline XBRL Definition Linkbase Document* |
| 101.DEF | Inline XBRL Definition Linkbase Document* |
| 104 | Cover Page Interactive Data File (Embedded within the Inline XBRL document and included as Exhibit 101)* |
*Filed herewith.
**Furnished herewith.
| (1) | Incorporated by reference to the Company’s Form S-1, filed with the SEC on February 14, 2022. |
| (2) | Incorporated by reference to the Company’s Form 8-K, filed with the SEC on February 23, 2022. |
| (3) | Incorporated by reference to Exhibit 2.1 to the Company’s Form 8-K, filed with the SEC on December 28, 2023. |
| (4) | Incorporated by reference to Exhibit 2.1 to the Company’s Form 8-K, filed with the SEC on May 23, 2023. |
| (6) | Incorporated by reference to Exhibit 10.1 in the Current Report on Form 8-K filed on May 1, 2023. |
| (7) | Incorporated by reference from Exhibit 10.1 to the Current Report filed on July 19, 2023. |
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Act of 1934, the Registrant has duly caused this Report to be signed on its behalf by the undersigned, thereunto duly authorized.
| POWERUP ACQUISITION CORP. | ||
| Date: March 11, 2024 | By: | /s/ Surendra Ajjarapu |
|---|---|---|
| Name: | Surendra Ajjarapu | |
| Title: | Chief Executive Officer and Chairman |
Pursuant to the requirements of the Securities Exchange Act of 1934, this Report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
| Signature | Name | Title | Date |
|---|---|---|---|
| /s/ Surendra Ajjarapu | Surendra Ajjarapu | Chief Executive Officer and Chairman (Principal Executive Officer) | March 11, 2024 |
| /s/ Howard Doss | Howard Doss | Chief Financial Officer (Principal Financial Officer and Principal Accounting Officer) | March 11, 2024 |
| /s/ Michael Peterson | Michael Peterson | Director | March 11, 2024 |
| /s/ Avinash Wadhwani | Avinash Wadhwani | Director | March 11, 2024 |
| /s/ Donald Fell | Donald Fell | Director | March 11, 2024 |
| /s/ Mayur Doshi | Mayur Doshi | Director | March 11, 2024 |
Table of Contents
INDEX TO FINANCIAL STATEMENTS
| Page | |
| Report of Independent Registered Public Accounting Firm (PCAOB ID #688) | F-2 |
|---|---|
| Consolidated Balance Sheets | F-3 |
| Consolidated Statements of Operations | F-4 |
| Consolidated Statements of Changes in Shareholders’ Deficit | F-5 |
| Consolidated Statements of Cash Flows | F-6 |
| Notes to Consolidated Financial Statements | F-7 – F-17 |
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.