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Weekly SPAC Review (Sep 15th - 19th)
Headlines of the Week*
De-SPAC M&A
Strata Critical Medical (SRTA) completed the $124 million acquisition of Keystone Perfusion Services, one of the largest providers of organ recovery and normothermic regional perfusion services. Consideration consisted of ~88% cash and ~12% stock, with stock subject to a four-year lockup (extendable to seven years if management departs within three years). The deal represents ~9x Keystone’s 2025E Adjusted EBITDA of $13 million, with ~80% expected free cash flow conversion. Earn-outs of up to $23 million are payable through 2028, contingent on growth targets. Keystone is expected to contribute ~$65 million of 2025 revenue, more than 50% growth vs. 2024, and positions Strata as a fully integrated platform for organ recovery, perfusion, and logistics services. —PR
Nukkleus (NUKK) signed an amended securities purchase agreement to acquire 100% of Star 26 Capital Inc., upgrading from its originally announced 51% stake in December 2024. The closing remains subject to shareholder approval and customary conditions. Star 26 has since expanded its holdings, acquiring Israeli defense supplier Rimon, a 67% stake in Water.io (TASE: WATR), and stakes in ITS/Positech and Zorronet. Post-closing, Nukkleus will integrate these assets with its AI, UAV, and GNSS subsidiaries to create a unified aerospace and defense platform. The deal is designed to deliver operational synergies, economies of scale, and a diversified defense technology portfolio spanning power systems, motion control, and C2 infrastructure. —PR
IonQ (IONQ) has completed its acquisition of Oxford Ionics, a quantum computing company in the United Kingdom, in a move that significantly accelerates its technology roadmap. This strategic acquisition brings a team of top-tier scientists and engineers to IonQ, along with patented innovations in trapped ion quantum systems that complement IonQ's existing technology. By integrating Oxford Ionics' record-breaking ion trap technology, which is manufactured using standard semiconductor chips, IonQ aims to develop more powerful and scalable quantum systems. The acquisition also establishes a new UK base of operations for IonQ, supporting its expansion into the UK, Europe, and Asia, and paving the way for future collaborations with leading research institutions and partners. —PR
Volato Group (SOAR) and M2i Global (MTWO) filed a confidential Form S-4 with the SEC on September 17, 2025, in connection with their proposed merger. The combination aims to transform Volato into a diversified industrial platform, aligning its aviation technology with M2i Global’s critical mineral supply chain strategy to support U.S. economic growth and mineral independence. The boards of both companies support the deal, which requires no cash consideration from Volato to M2i Global shareholders. —PR
Other De-SPAC News
Leafly Holdings, Inc. (LFLY) performed a 1 for 500 Reverse Split, and changed its ticker to LFLYD. This means shareholders will now hold 1 share of LFLYD for every 500 shares of LFLY previously held. Fractional shares resulting from the split will be paid as cash in lieu.
ECD Automotive Design, Inc. (ECDA) performed a 1 for 40 Reverse Split. This means shareholders now hold 1 share of ECDA for every 40 shares of ECDA previously held. Fractional shares resulting from the split will be retained. —ListingTrack
LakeShore Biopharma Co., Ltd. was delisted from Nasdaq effective September 19, 2025. Its ordinary shares transitioned to trade on the OTC Equity Market under the symbol LSBCF beginning September 22, 2025.
SPAC Coverage
Kairous (OTC: KACLF) confirmed completion of trust account distributions to public shareholders, who remain holders of the company’s stock. The board plans to amend its charter to eliminate the dissolution requirement, allowing the company to stay listed on OTC Markets and pursue alternative transactions such as mergers or asset acquisitions. The board also intends to file a Form 15 to deregister from SEC reporting, citing benefits of broader shareholder liquidity and simplified processes, though no specific transaction has yet been identified. – SF
OTG I (OTGAU) announced the closing of its IPO and private placement, with $231.15M of net proceeds deposited into a U.S.-based trust account at Continental Stock Transfer & Trust Company. Funds will remain in trust until the earlier of a business combination, redemption if no deal is completed within 24 months (subject to extensions), or a shareholder-approved amendment allowing redemption. – SF
Talon (TLNCU) amended its administrative services agreement with its sponsor on September 16, 2025, to provide office space, utilities, and support services as needed. The Company had previously closed its $249 million IPO on September 10, 2025, issuing 24.9 million units (including partial over-allotment) at $10.00 each, alongside a $7.79 million private placement of 779,000 units to the sponsor and underwriters. Net proceeds, including $9.96 million in deferred underwriting commissions, were placed in a trust account with Odyssey Transfer & Trust. Following the partial over-allotment exercise, the sponsor forfeited 325,000 founder shares, reducing its holdings to 8,260,000 shares. – SF
Dynamix (ETHM) and The Ether Machine, Inc. announced that Pubco confidentially submitted a draft registration statement on Form S-4 to the SEC for their pending business combination. – SF
UY Scuti (UYSC) issued a $1,000,000 unsecured, non-interest-bearing promissory note to its sponsor, UY Scuti Investments Limited, maturing on the earlier of March 31, 2026, or the completion of a business combination. The note is repayable at any time, includes standard default provisions, and may be converted by the sponsor into units of the Company’s securities at $10.00 per unit, each unit consisting of one ordinary share and one-fifth of a share right, with terms identical to the Company’s private placement units. – SF
Trailblazer Acquisition Corp. (BLZRU) completed its IPO and a concurrent private placement, raising a total of $275 million in gross proceeds. As part of the private placement, the company sold 4,533,333 warrants at a price of $1.00 per warrant, generating $4.53 million. Trailblazer Sponsor LLC purchased 2,933,333 of these warrants, while Cantor Fitzgerald & Co. acquired the remaining 1,600,000. The combined proceeds from the IPO and the private placement, which included $11.7 million in deferred underwriting fees, were deposited into a U.S.-based trust account managed by Continental Stock Transfer & Trust Company. – SF
Melar I (MACI) amended its financing arrangements, increasing the principal of its secured promissory note with Everli Global Inc. and a pledging stockholder from $1.0M to $1.25M under a First Amendment to the Everli Note. MACI also issued a First Amendment to its amended and restated promissory note with its sponsor, Melar Acquisition Sponsor I LLC, raising the facility from $1.0M to $1.25M. Both amendments increased available funding, —SF
Chenghe III (CHECU) sold 408,000 private placement units to its co-sponsors and underwriter for $4.08M. Related agreements included underwriting, warrant, letter, trust, registration rights, private placement purchase, administrative services, and indemnification agreements. A total of $126.5M, including deferred underwriting discounts, was placed in a trust account. —SF
Cayson (CASY) announced that its sponsors, Cayson Holding LP and Mango Financial Limited, have loaned $600,000 to the company to extend the merger deadline. This loan, effective September 17, 2025, funds a trust deposit that pushes the merger deadline from September 23, 2025, to January 23, 2026. The loans are non-interest-bearing and will be repaid once a business combination is completed. —SF
*Covering the notable activity not included in the section below
Key Weekly SPAC Activity
Deal Announcements/ Terminations/ Closings
See more: SPAC Deal Pipeline
Mergers announced:
Willow Lane (WLAC) signed a Business Combination Agreement with Boost Run Inc. and Boost Run Holdings LLC. The deal values Boost Run at $441.5M in stock plus an $8.5M installment note to CEO Andrew Karos. Karos is eligible for up to 7.875M earnout shares if Pubco’s stock trades above $12.50, $15.00, and $17.50 for 20/30 days within three years. The sponsor and Goodrich ILMJS LLC may receive up to 1.6875M earnout shares on the same terms. Upon closing, Willow Lane and Boost Run will become wholly owned subsidiaries of Pubco, which will be publicly traded. – SF
ESH Acquisition Corp. (NASDAQ: ESHA) entered into a definitive merger agreement with The Original Fit Factory, Ltd. valuing the target at $500 million. Upon closing, the combined company will be renamed The Original Fit Factory, Inc., domiciled in the U.S., and listed on Nasdaq. The transaction structure includes a share exchange and merger into a new Delaware entity, TOFF Holdings, with former Fit Factory shareholders receiving newly issued shares. Closing is expected by Q1 2026, subject to shareholder and regulatory approvals. —PR
Terminations:
—
Completions:
—
Merger Votes
See more: Merger Votes Calendar
Merger votes set:
Deals in limbo (merger approved & pending closing):
Aimfinity I (AIMAU) & Docter
Alpha Star (OTC: ALSAF) & XDATA
AlphaVest (ATMV) & AMC Corporation
Bowen (BOWN) & Shenzhen Qianzhi BioTech (Emerald)
CSLM (CSLMF) & Fusemachines
Denali Capital (DNQAF) & Semnur Pharmaceuticals
Inception Growth (OTC: IGTA) & AgileAlgo.
Integrated Rail and Resources & Tar Sands Holdings II / Uinta Infrastructure Group
Iron Horse (IROH) & Zhong Guo Liang Tou Group Limited
Rigel Resources (OTC: RRACF) & Aurous
Extensions
See more: Extension Votes Calendar
Approvals:
WinVest (OTC: WINV): Mar 2026
Votes set:
Welsbach Technology Metals (OTC: WTMA): Sep 29
Healthcare AI (OTC: HAIAF): Oct 6.
IPOs and New S-1s
See more: IPO Calendar & Pre-IPO Dataset
New IPOs:
1) Chenghe Acquisition III Co. (CHECU) priced its $110 million IPO at $10 per unit. Units include 1 common share, 1/2 Warrant. Focus: Asia. Lead Left underwriter: BTIG. —PR
2) Chenghe Acquisition III Co. (CHECU) priced its $110 million IPO at $10 per unit. Units include 1 common share, 1/2 Warrant. Focus: Asia. Lead Left underwriter: BTIG. —PR
3) Galata Acquisition Corp. II (LATAU) priced its $150 million IPO at $10 per unit. Units include 1 common share, 1/3 Warrant. Focus: Energy, Fintech, Real Estate, Technology. Lead Left underwriter: BTIG. —PR
New registrations
1) QuasarEdge Acquisition Corp (QREDU) filed for IPO. – S-1
$60M, 1 R (1/7 sh)
Focus: Health & Wellness, Hospitality, Media/Entertainment, Shipping Infrastructure, Waterways Tourism;
UW: Polaris
2) X3 Acquisition Corp. Ltd. (XCBEU) filed for IPO. – S-1
$200M, 1/2 Warrant
Focus: Financial Services
UW: Stifel
3) Yuanxiang Acquisition Corp. (YXCA) filed for IPO. – F-1
$100M, No Warrants, No Units, No Rights
Focus: China and Asia-Pacific
UW: —
4) K2 Capital Acquisition Corporation (KIIU) filed for IPO. – S-1
$100M, 1 right (1/8th of a share)
Focus: Physical AI & Nuclear Energy
UW: D. Boral Capital
5) Silicon Valley Acquisition Corp. (SVAQU) filed for IPO. – S-1
$200M, 1/2 Warrant
Focus: Fintech, Crypto, AI Infra, Energy, Auto/Mobility, Technology, Consumer, Healthcare, Mining
UW: Clear Street
6) SPACSphere Acquisition Corp. (SSACU) filed for IPO. – S-1
$150M, 1 right (1/7th of a share)
Focus: Digital assets, technology, healthcare
UW: D. Boral Capital
Liquidations
See more: Liquidations Dataset
Announcements/ Delistings
Patria (OTC: PLAOF) will redeem all outstanding Class A ordinary shares from its IPO. Public shares will be cancelled and redeemed at approximately $12.35 per share, with payment expected by Sept. 26, 2025. Proceeds will be distributed via Continental Stock Transfer & Trust Company; street-name holders need to take no action. Warrants will expire worthless with no redemption rights or distributions. – SF
Daily SPAC Update
The content below is the SPAC Daily Update newsletter. This is sent to ListingTrack Pro subscribers each trading day. You can sign up for ListingTrack Pro here.
SPAC & De-SPAC Daily Trading (prev. session)
Risk-on skew: SPACs ripped ($ATMV +47%) while De-SPACs saw a mega-squeeze in $CJET (1.65B shares). $OPEN stayed active (~227M) but slipped.
SPACs (DA partner):
– $ATMV (AMC Corporation) +46.9% to $22.20
– $CCCX (Infleqtion) +8.2% to $12.17
– $HOND (Terrestrial Energy) +5.5% to $13.50
– $ISRL (Gadfin) +4.5% to $12.65; $LATAU led SPAC volume at 8.71M
De-SPACs:
– $CJET +187.2% to $0.29 on 1.65B shares
– $FLD +33.2% to $4.53
– $OKLO +28.8% to $135.23
– $RVPH -36.4% to $0.27
News & De-SPAC Updates
Leafly Holdings, Inc. (LFLY) performed a 1 for 500 Reverse Split, and changed its ticker to LFLYD. This means shareholders will now hold 1 share of LFLYD for every 500 shares of LFLY previously held. Fractional shares resulting from the split will be paid as cash in lieu.
LakeShore Biopharma Co., Ltd. was delisted from Nasdaq effective September 19, 2025. Its ordinary shares transitioned to trade on the OTC Equity Market under the symbol LSBCF beginning September 22, 2025.
The Deals
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SPAC Updates
Liquidations / Terminations
Patria (OTC: PLAOF) will redeem all outstanding Class A ordinary shares from its IPO after failing to complete a business combination by Sept. 14, 2025. Public shares will be cancelled and redeemed at approximately $12.35 per share, with payment expected by Sept. 26, 2025. Proceeds will be distributed via Continental Stock Transfer & Trust Company; street-name holders need to take no action. Warrants will expire worthless with no redemption rights or distributions. – SF
Merger Votes / Completions
—
Deal Updates
Integrated Rail and Resources (OTC: IRRX) amended its Merger Agreement with Uinta Integrated Infrastructure Inc., Uinta Infrastructure Group Corp., and Tar Sands Holdings II, LLC on Sept.. – SF
ESH (ESHA) has entered into a business combination agreement with The Original Fit Factory, Ltd. (TOFF). The deal involves ESHA merging into a new public entity, with both ESHA stockholders and TOFF shareholders receiving shares in the new company. The transaction values TOFF at $500 million. A portion of the sponsor's founder shares may be canceled based on performance, and there's a potential earnout if the stock price rises. The new company will be publicly traded with a seven-member board. The deal is expected to close by April 30, 2026. – SF
Willow Lane (WLAC) & Boost Run Inc. have agreed to a two-step merger involving WLAC’s redomicile to Delaware and both the WLAC SPAC and Boost Run merging into Pubco, making each a Pubco subsidiary; public shareholders receive equivalent Pubco securities, while Boost Run sellers (led by CEO Andrew Karos) get an $8.5 million Pubco note, $441.5 million in Pubco stock at $10/share, and up to 7,875,000 additional earnout shares for Karos vesting at $12.50, $15.00, and $17.50 VWAP targets over three years. Other key terms include: reps ending at closing, interim covenants, a seven-member Pubco board (5 Boost Run/2 WLAC, ≥4 independents), the Boost Run CEO/CFO leading Pubco, customary deal conditions and outside date (March 10, 2026), six-month lock-ups with early release features, a 3-year non-compete for Karos, and supporting agreements on seller support, sponsor lock-ups, registration rights, transfer rights for Goodrich ILMJS LLC, and additional sponsor/SPV earnouts at the same price hurdles. – SF
Extensions
Integrated Rail and Resources (OTC: IRRX) was approved to extend up to Dec 2025. ~0.04% of the public SPAC shares were redeemed. Remaining in trust: ~$0.4M / 25,561 shares. – SF
Other SPAC Updates
OTG I (OTGAU) completed private placements of 775,000 units to its sponsor and IPO underwriters at $10.00 per unit, raising $7.75M (including $2.0M still outstanding as a subscription receivable). A total of $231.15M from the IPO and private placements was deposited into a U.S.-based trust account at Continental Stock Transfer & Trust Company. – SF
Listings
New Issues: IPOs, New S-1s
IPOs
No new IPOs.
Filings
1) SPACSphere Acquisition Corp. (SSACU) filed for IPO. – S-1
$150M, 1 right (1/7th of a share)
Focus: Digital assets, technology, healthcare
UW: D. Boral Capital
Key Filings
Extensions:
Consilium I (OTC: CSLMF) filed a PRE 14A in connection with its extension proposal. – PRE
Yotta (YOTA) filed a PRE 14A in connection with its extension proposal. – PRE
Cartica (OTC: CRTAF) filed a DEF 14A in connection with its extension vote, set for Oct 3rd. Appx. redemption price per share: $12.44 – DEF
Spring Valley II (SVII) filed a PRER14A in connection with its extension proposal. – PRER
S-4 Filings*:
AlphaTime (ATMC) & HCYC Group Company filed the 7th amended F-4/A in connection with their merger proposal. – F-4/A
Post-Merger S-1 Filings**:
ECD Automotive Design (ECDA) filed the 3rd amended S-1/A (post-merger closing share registration amendment). – S-1/A
*The latest S-4 filings can be found in the Announced Mergers dataset.
**Includes PIPE resale registrations where applicable — the latest post-merger S-1 filings can be found in the De-SPAC Screener in the column group “De-SPAC Profile”.
Thanks for reading,
The team at ListingTrack (listingtrack.io)
Abbreviations: BC: Business Combination, BCA: Business Combination Agreement, DA: Definitive Agreement, PR: Press Release, SF: Company SEC filing
DISCLAIMER: The information provided in this newsletter is for your convenience only and is not intended to be treated as financial, investment, tax, or other advice. ListingTrack, SPAC Track, and the parent, CommonFi, do not make any guarantees, representations, or warranties as to, and shall have no liability for, the timeliness, truthfulness, sequence, quality, completeness, or accuracy of any of the information or data provided in this newsletter or on the ListingTrack website.