Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Underlying Class | Amount | Exercise Price | Ownership | Footnotes |
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
holding | SOUL | Class B Ordinary Shares | Apr 1, 2025 | Class A Ordinary Shares | 8.31M | Direct | F1, F2, F3 |
Id | Content |
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F1 | As described in the registration statement on Form S-1 (File No. 333-284465) of Soulpower Acquisition Corporation (the "Issuer") under the heading "Description of Securities--Founder Shares," the Class B ordinary shares will automatically convert into shares of Class A ordinary shares at the time of the Issuer's initial business combination, or at any time prior to the Issuer's initial business combination, at the option of the holder, on a one-for-one basis, subject to certain adjustments. The Class B ordinary shares have no expiration date. |
F2 | These shares represent the Founder Shares held by Soulpower Acquisition Sponsor LLC (the "Sponsor"). The Founder Shares include up to 1,100,000 shares that are subject to forfeiture in the event the underwriters of the Issuer's initial public offering do not exercise in full their over-allotment option as described in the Issuer's registration statement. Soulpower Management LLC ("SML") is the sole managing member of the Sponsor and holds voting and investment discretion with respect to the ordinary shares held of record by the Sponsor. Soulpower International Corporation ("SIC") is the managing member of SML and Justin Lafazan is the director of SIC. As such, each of the Sponsor, SIC and Justin Lafazan may be deemed to share beneficial ownership of the ordinary shares held of record by the Sponsor and each disclaims any beneficial ownership of the reported shares other than to the extent of any pecuniary interest they may have therein, directly or indirectly. |
F3 | This amendment is being filed to correct the number of Founder Shares to 8,308,333 shares. |