Soulpower Acquisition Corp.
For the period ended Jun 30, 2026. Filed Aug 12, 2026.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Jun 30, 2026 · Filed Aug 12, 2026
SOUL$10.530.0%Stored close · as of Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2026-03-31; filed 2026-05-13.
0001493152-26-022745
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2026-06-30; filed 2026-08-12.
0001493152-26-037395
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 35 previous paragraphs and 38 current paragraphs.
28 unchanged; 7 reworded; 3 added; 0 removed; 0 previous and 0 current paragraphs rearranged.
Tables are not compared: 0 previous and 0 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (3)
Current report
For the three months ended June 30, 2026, we had net income of $1,923,746, which consisted of interest earned on cash held in the Trust Account of $2,300,355 and dividend income of $740, partially offset by operational costs of $318,525 and interest expense of $58,824.
Current report
For the three months ended June 30, 2025, we had net income of $2,137,114, which consisted of interest earned on cash held in the Trust Account of $2,520,316 and dividend income of $6,489, partially offset by operational costs of $389,691.
Current report
In order to support the Company’s working capital requirements, in addition to the Working Capital Loans, A Note and B Note, on May 29, 2026, we issued an additional unsecured promissory note in the principal amount of up to $2,500,000 (the “B2 Note”) to Soulpower Management LLC. Under the terms of the B2 Note, the outstanding principal balance of the B2 Note shall be automatically and irrevocably forgiven in full upon consummation of the Company’s initial business combination and all obligations of the Company thereunder shall be deemed satisfied and discharged without further action by any party to the B2 Note. If the Company does not consummate a business combination, the B2 Note will be due on the earlier of (i) the occurrence of an event of default or (ii) the liquidation of the Company. The B2 Note bears no interest, is not convertible into securities of the Company and is subject to customary events of default, the occurrence of certain of which automatically trigger the unpaid principal balance of the B2 Note and all other sums payable with regard to the B2 Note becoming immediately due and payable. As of June 30, 2026, we received an aggregate of $2,912,906 in advances under the B Note and B2 Note with proceeds used for general working capital purposes.
Reworded paragraphs (7)
Previous wording
For the three months ended March 31, 2025, we had net loss of $179,718, which primarily consisted of general and administrative costs of $179,908 and was partially offset by dividend income of $190. Net cash used in operating activities was $124,218, primarily driven by non-cash reconciling adjustments from net loss to operating cash flows for changes in operating assets and liabilities.
Current wording
For the six months ended June 30, 2026, we had net income of $3,504,079, which consisted of interest earned on cash held in the Trust Account of $4,565,591 and dividend income of $1,395, partially offset by operational costs of $1,004,083 and interest expense of $58,824. Net cash used in operating activities was $2,755,790, primarily driven by non-cash reconciling adjustments from net income to operating cash flows for the interest earned on cash held in the Trust Account of $4,565,591 and increase in the amount due from affiliate of $1,756,325 and was partially offset by changes in operating assets and liabilities.
Previous wording
For the three months ended March 31, 2026, we had net income of $1,580,333, which consisted of interest earned on cash held in the Trust Account of $2,265,236, partially offset by operational costs of $685,558. Net cash used in operating activities was $1,420,131, primarily driven by non-cash reconciling adjustments from net income to operating cash flows for the interest earned on cash held in the Trust Account of $2,265,236 and was partially offset by changes in operating assets and liabilities.
Current wording
For the six months ended June 30, 2025, we had net income of $1,957,396, which consisted of interest earned on cash held in the Trust Account of $2,520,316 and dividend income of $6,679, partially offset by operational costs of $569,599. Net cash used in operating activities was $809,383, primarily driven by non-cash reconciling adjustments from net income to operating cash flows for the interest earned on cash held in the Trust Account of $2,520,316 and was partially offset by changes in operating assets and liabilities.
Previous wording
As of March 31, 2026, we had cash held in Trust Account of $259,885,212 and we had cash held outside of the Trust Account available for working capital purposes of $56,403. We intend to use the funds held outside the Trust Account primarily to identify and evaluate target businesses, perform business due diligence on prospective target businesses, travel to and from the offices, plants or similar locations of prospective target businesses or their representatives or owners, review corporate documents and material agreements of prospective target businesses, structure, negotiate and complete a Business Combination, and to pay for directors and officers liability insurance premiums.
Current wording
As of June 30, 2026, we had cash held in Trust Account of $262,185,566 and we had cash held outside of the Trust Account available for working capital purposes of $120,744. We intend to use the funds held outside the Trust Account primarily to identify and evaluate target businesses, perform business due diligence on prospective target businesses, travel to and from the offices, plants or similar locations of prospective target businesses or their representatives or owners, review corporate documents and material agreements of prospective target businesses, structure, negotiate and complete a Business Combination, and to pay for directors and officers liability insurance premiums.
Previous wording
In order to support the Company’s working capital requirements, in addition to the Working Capital Loans, in February 2026, we entered into two unsecured promissory notes with Soulpower Management LLC (the “Lender”), the sole managing member of the Sponsor.
Current wording
In order to support the Company’s working capital requirements, in addition to the Working Capital Loans, in February 2026, we issued two unsecured promissory notes with Soulpower Management LLC (the “Lender”), the sole managing member of the Sponsor. The Lender holds voting and investment discretion with respect to the ordinary shares of the Company held of record by the Sponsor. The sole managing member of the Lender is Soulpower International Corporation which is controlled by Justin Lafazan, the Chief Executive Officer and Chairman of the Board of Directors of the Company. Certain other directors of the Company are also members of the Lender.
Previous wording
On February 19, 2026, we issued an unsecured promissory note in a principal amount of up to $785,000 (the “A Note”), which matures on the earlier of (i) the consummation of the initial business combination or (ii) the liquidation of the Company. The A Note bears a flat-rate interest amount equal to 22% of the principal due at maturity, unless prepaid earlier, and is not convertible into any securities of the Company. As of May 13, 2026, we received $745,000 in advances under the A Note with proceeds used for general working capital purposes.
Current wording
On February 19, 2026, we issued an unsecured promissory note in a principal amount of up to $785,000 (the “A Note”), which matures on the earlier of (i) the consummation of the initial business combination or (ii) the liquidation of the Company. The A Note bears a flat-rate interest amount equal to 22% of the principal due at maturity, unless prepaid earlier, and is not convertible into any securities of the Company. As of June 30, 2026, we received $745,000 in advances under the A Note with proceeds used for general working capital purposes. In addition, accrued contractual interest under the A Note totaled $58,824 as of June 30, 2026.
Previous wording
On February 19, 2026, we issued an unsecured promissory note in a principal amount of up to $2,500,000 (the “B Note”). Under the terms of the B Note, the outstanding principal balance is automatically and irrevocably forgiven in full upon consummation of the initial business combination, at which time all obligations of the Company under the B Note will be deemed satisfied without further action. If we do not consummate our initial Business Combination, the B Notes become due upon the earlier of (i) an event of default or (ii) the liquidation of the Company. The B Note bears no interest and is not convertible into securities of the Company. As of May 13, 2026, we received approximately $2,057,050 in advances under the B Note with proceeds used for general working capital purposes.
Current wording
On February 19, 2026, we issued an unsecured promissory note in a principal amount of up to $2,500,000 (the “B Note”). Under the terms of the B Note, the outstanding principal balance is automatically and irrevocably forgiven in full upon consummation of the initial business combination, at which time all obligations of the Company under the B Note will be deemed satisfied without further action. If we do not consummate our initial Business Combination, the B Note becomes due upon the earlier of (i) an event of default or (ii) the liquidation of the Company. The B Note bears no interest and is not convertible into securities of the Company.
Previous wording
We do not have any long-term debt, capital lease obligations, operating lease obligations or long-term liabilities, other than an agreement to pay an aggregate of $5,000 per month for office space, utilities, and secretarial and administrative support.
Current wording
We do not have any long-term debt, capital lease obligations, operating lease obligations or long-term liabilities. Our contractual obligations consist primarily of outstanding sponsor loans, including the A Note, B Note, and B2 Note, an agreement to pay an aggregate of $5,000 per month for office space, utilities, and secretarial and administrative support, and the deferred underwriting fee payable upon completion of an initial business combination described below.