IPO - PowerUp Acquisition Corp.

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Form Type: S-1

Filing Date: 2025-05-13

Corporate Action: Ipo

Type: New

Accession Number: 000164117225010013

Filing Summary: Aspire Biopharma Holdings, Inc. files a Registration Statement on Form S-1 with the SEC on May 13, 2025, to register the resale of up to 8,327,919 shares of common stock and 2,929,000 warrants. This registration targets shares held by selling securityholders, providing a detailed account of shares associated with previous business activities such as a business combination executed on February 17, 2025. Key actions include the resolution of previous default notices through a Settlement Agreement dated April 24, 2025, which mitigates financial concerns related to loan agreements, while extending maturity dates on notes. This also includes provisions for shares' transferability to enhance liquidity. The Company’s common stock is set to trade under the ticker symbol 'ASBP' on Nasdaq, with an opening market price noted prior to the filing. It clarifies that no proceeds from these shares' sales will benefit the company directly, except through warrant exercises for cash. The filing includes risk factors and highlights certain definitions, provisions for the offering, and detailed regulatory compliance measures.

Additional details:

Company Address: 194 Candelaro Drive, #233 Humacao, PR 00791


Phone Number: (908) 987-3002


Agent Name: Arthur S. Marcus, Esq.

Agent Address: Sichenzia Ross Ference Carmel LLP 1185 Avenue of the Americas, 31st Floor New York, NY 10036

Agent Phone: (212) 930-9700


Offering Price Per Warrant: $1.50


Gross Proceeds Private Placement: $13,707,500


Gross Proceeds Overallotment: $37,500,000


Overallotment Units: 3,750,000


Number Of Private Placement Warrants: 9,138,333


Form Type: CORRESP

Filing Date: 2025-04-18

Corporate Action: Ipo

Type: New

Accession Number: 000164117225005445

Filing Summary: Aspire Biopharma Holdings, Inc. submitted a request to accelerate the effective date of its Registration Statement on Form S-1 (File No. 333-286444). The company requests that the registration statement be declared effective on April 21, 2025, at 4:30 p.m. Eastern Time or as soon thereafter as practicable. The request was communicated to the U.S. Securities and Exchange Commission, indicating the company's intention to proceed with its initial public offering (IPO).

Additional details:

Contact Name: Chance P. Moore


Contact Firm: Sichenzia Ross Ference Carmel LLP


Contact Phone: (914) 355-8364


Effective Date Request: 2025-04-21T16:30:00-04:00


Form Type: S-1

Filing Date: 2025-04-09

Corporate Action: Ipo

Type: New

Accession Number: 000164117225003291

Filing Summary: Aspire Biopharma Holdings, Inc. submitted its registration statement on Form S-1 for an initial public offering (IPO) with the SEC on April 9, 2025. The filing indicates that the company will offer a total of up to 3,150,554 shares of common stock, which includes 2,213,054 shares previously issued as commitment shares and an additional 937,500 shares reserved for issuance upon conversion of its Convertible Debenture. The IPO follows the consummation of a Business Combination on February 17, 2025, with Aspire Biopharma, Inc., indicating a significant corporate restructuring and the transition to a public entity. The shares are set to be traded under the ticker symbol 'ASBP' on the Nasdaq Global Market. The company intends to bear the costs associated with the registration of these shares, while any capital raised will be attributed to the selling shareholders. The prospectus highlights potential risks and market data related to Aspire’s business and prospects, further asserting that it is not soliciting offers to buy securities where not permitted by law.

Additional details:

Company Name: Aspire Biopharma Holdings, Inc.


Address: 194 Candelaro Drive, #233, Humacao, PR 00791


Contact Number: (908) 987-3002


Agent Name: Arthur S. Marcus, Esq.


Agent Firm: Sichenzia Ross Ference Carmel LLP


Agent Address: 1185 Avenue of the Americas, 31st Floor, New York, NY 10036


Agent Phone: (212) 930-9700


Listing Exchange: Nasdaq


Common Stock Ticker: ASBP


Warrants Ticker: ASBPW


Closing Price Common Stock: $0.4012


Closing Price Warrants: $0.0441


Registration Date: 2025-04-09


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