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BCS

Current Report · Items 8.01, 9.01 · 8-K/A

Quantumsphere Acquisition Corp.

QUMSNASDAQEQUITYCurrent

Other Events

Item 8.01. Other Events. On August 7, 2025, Quantumsphere Acquisition Corporation (the “Company”) consummated its initial public offering (the “IPO”) of 7,200,000 units (the “Units”). In connection with the closing of the IPO, the underwriter fully exercised its over-allotment option to purchase 1,080,000 additional Units for an aggregate of 8,280,000 Units sold.…

Filed Oct 10, 2025Accepted Oct 10, 2025, 11:21 AM EDTCIK 2070900Accession 0001829126-25-008044
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Company context

We are a newly formed blank check company incorporated as a Cayman Islands exempted company on July 23, 2024 under the laws of the Cayman Islands with limited liability. We are formed for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, recapitalization, reorganization or similar business combination with one or more businesses or entities, which we refer to throughout this prospectus as our initial business combination. Our efforts to identify a prospective target business will not be limited to a particular geographic region or industry. We do not have any specific business combination under consideration and we have not (nor has anyone on our behalf), directly or indirectly, contacted any prospective target business or had any substantive discussions, formal or otherwise, with respect to such a transaction with our company. Our ability to identify and evaluate a target company may be impacted by significant competition among other SPACs in pursuing a business combination transaction candidate and the significant competition may impact the attractiveness of the acquisition terms that we will be able to negotiate.

Current securities

Recent company filings

  1. 425 filingOct 13, 2026
  2. Entry into a Material Definitive Agreement · Regulation FD DisclosureOct 13, 2026
  3. SCHEDULE 13G/A - filed by WOLVERINE ASSET MANAGEMENT LLC regarding Quantumsphere Acquisition CorpOct 6, 2026
  4. Termination of a Material Definitive AgreementSep 2, 2026
  5. 10-Q filingAug 14, 2026

Disclosure sections

Items 8.01, 9.01

Select an item to read the extracted section. The as-filed document remains the primary evidence.

Item 8.01Item 8.01 - Other Events
Item 8.01. Other Events. On August 7, 2025, Quantumsphere Acquisition Corporation (the “Company”) consummated its initial public offering (the “IPO”) of 7,200,000 units (the “Units”). In connection with the closing of the IPO, the underwriter fully exercised its over-allotment option to purchase 1,080,000 additional Units for an aggregate of 8,280,000 Units sold. Each Unit consists of one ordinary share, par value $0.0001 per share, of the Company (the “Ordinary Shares”) and one right to receive one-seventh (1/7) of one Ordinary Share upon the consummation of the Company’s initial business combination the (“Rights”). The Units were sold at an offering price of $10.00 per Unit, generating total gross proceeds of $82,800,000. Simultaneously with the closing of the IPO, the Company consummated a private placement (the “Private Placement”) in which Whiteowl Holdings LLC (the “Sponsor”), purchased 228,650 units (the “Private Placement Units”) at a price of $10.00 per Private Placement Unit, generating total gross proceeds of $2,286,500. A total of $82,800,000 of the net proceeds from the IPO and the sale of the Private Placement Units were placed in a trust account established for the benefit of the Company’s public shareholders. An audited balance sheet as of August 7, 2025, reflecting receipt of the proceeds upon consummation of the IPO and the Private Placement has been issued by the Company and is included as Exhibit 99.1 to this Current Report on Form 8-K.
Filed exhibits (1)
EX-99.1 (by filename) quantumsphereacq_ex99-1.htm

EX-99.1 2 quantumsphereacq_ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 QUANTUMSPHERE ACQUISITION CORPORATION INDEX TO FINANCIAL STATEMENT Report of Independent Registered Public Accounting Firm (PCAOB ID: 199) F-2 Balance Sheet as of August 7, 2025 F-3 Notes to Financial Statement F-4 F-1 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Shareholders and Board of Directors of Quantumsphere Acquisition Corporation Opinion on the Financial Statements We have audited the accompanying balance sheet of Quantumsphere Acquisition Corporation (the “Company”) as of August 7, 2025, and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of August 7, 2025, in conformity with accounting principles generally accepted in the United States of America. Restatement of the Financial Statements As discussed in Note 10 to the financial statements, the accompanying financial statements as of August 7, 2025 have been restated to correct a…

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