SOUL WORLD BANK™
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Soulpower Acquisition Corporation (NYSE:SOUL) and SWB Holdings Amend Business Combination Agreement and Announce Adjustment to Asset Contributions
Globenewswire· 2026-03-31 20:30
Core Viewpoint - The anticipated business combination between Soulpower Acquisition Corporation and SWB Holdings is expected to close in late Q2 or Q3 2026, with a pro forma valuation of approximately $8.5 billion for the combined company [1][5][6]. Group 1: Business Combination Details - Soulpower and SWB Holdings have revised the asset contributions, including the acquisition of two Uruguayan corporations holding exclusive mining rights over four high-grade iron projects, estimated at approximately 1,170 million tons of run-of-mine material [2]. - The BCA Amendment includes updates on accounting treatment for transaction expenses and limits the valuation of the BVI banking license to amounts paid in equity [3]. - The BCA Amendment has received unanimous approval from the board of directors of Soulpower and its special committee of independent directors [4]. Group 2: Financial Projections and Regulatory Filings - Following the business combination, the pro forma valuation of the combined company is expected to be around $8.5 billion, based on a share valuation of $10.00 per share, assuming no redemptions from Soulpower's trust account [5]. - A draft registration statement on Form S-4 has been confidentially submitted to the SEC, with a public filing expected in Q2 2026 [5][12]. - The business combination is subject to customary closing conditions, including shareholder approval and other conditions outlined in the Amended BCA [6]. Group 3: Company Background - Soulpower Acquisition Corporation is a publicly listed special purpose acquisition company focused on financials, having raised $250 million in its initial public offering [9]. - SWB LLC is a newly formed company in the Cayman Islands, established to launch SOUL WORLD BANK™ and acquire various assets [10]. - Pubco, also a newly formed Cayman Islands company, is expected to be the publicly traded holding company of SOUL WORLD BANK™ and its affiliates [11].
Soulpower Acquisition Corporation (NYSE:SOUL) and SWB Holdings Announce Confidential Filing of Draft Registration Statement on Form S-4 with the SEC
Globenewswire· 2025-12-30 11:30
Core Viewpoint - Soulpower Acquisition Corporation and SWB Holdings have announced the confidential submission of a draft registration statement for a proposed business combination, aiming to launch SOUL WORLD BANK™ [1][2][3] Company Overview - Soulpower Acquisition Corporation is a financials-focused special purpose acquisition company that raised $250 million in its initial public offering in April 2025 [5] - SWB LLC is a newly formed Cayman Islands company established to launch SOUL WORLD BANK™ and acquire various real-world assets [6] - SWB Holdings will be the publicly traded holding company of SOUL WORLD BANK™ and its affiliates upon the closing of the business combination [7] Business Combination Details - The draft registration statement relates to the proposed business combination between Pubco, Soulpower, and SWB LLC, which was previously announced on November 24, 2025 [2] - Pubco intends to list its non-voting Class A ordinary shares on the New York Stock Exchange under the ticker symbol "SOUL" upon closing [2][4] - The completion of the proposed transaction is subject to customary closing conditions, including shareholder approval and the effectiveness of the registration statement [3] Future Plans and Vision - The CEO of Soulpower expressed confidence in SOUL's potential to integrate traditional markets with new technologies such as AI and stablecoins, aiming to create a highly regarded banking institution [3] - SWB Holdings plans to launch with a substantial asset portfolio designed for stable book value and opportunities for asset tokenization [7]
Soulpower Acquisition Corporation (NYSE:SOUL) and SWB Holdings Announce Confidential Filing of Draft Registration Statement on Form S-4 with the SEC
Globenewswire· 2025-12-30 11:30
Core Viewpoint - Soulpower Acquisition Corporation and SWB Holdings have announced the confidential submission of a draft registration statement for a proposed business combination, aiming to launch SOUL WORLD BANK™ and its affiliates [1][2][3] Company Overview - Soulpower Acquisition Corporation is a financials-focused special purpose acquisition company that raised $250 million in its initial public offering in April 2025 [5] - SWB LLC is a newly formed Cayman Islands company established to launch SOUL WORLD BANK™ and acquire various real-world assets [6] - SWB Holdings will be the publicly traded holding company of SOUL WORLD BANK™ and its affiliates upon the closing of the business combination [7] Business Combination Details - The proposed business combination was initially announced on November 24, 2025, and involves Pubco, Soulpower, and SWB LLC [2] - Pubco intends to list its non-voting Class A ordinary shares on the New York Stock Exchange under the ticker symbol "SOUL" after the closing of the business combination [2][4] - The completion of the transaction is subject to customary closing conditions, including shareholder approval and the effectiveness of the registration statement [3] Future Plans - The SOUL WORLD BANK™ aims to offer a suite of international financial services and operate as a licensed international financial institution, with a focus on integrating traditional markets with new technologies like AI and tokenization [3][7] - The asset portfolio held by SWB is designed to provide stable book value and opportunities for financial engineering [7] Regulatory Process - The confidential submission of the draft registration statement allows the parties to engage with the SEC before making a public filing [2][8] - A definitive Proxy Statement/Prospectus will be mailed to Soulpower shareholders after the registration statement is declared effective [8]