Solarius Capital Acquisition Corp 8-K, filed Sep 3, 2025
Solarius Capital Acquisition Corp. (SOCA)
About this 8-K
Solarius Capital Acquisition Corp filed this 8-K on September 3, 2025.
Items reported
- Item 8.01: Other events
- Item 9.01: Financial statements and exhibits
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
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Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||
| The Stock Market LLC | ||||
| The Stock Market LLC | ||||
| The Stock Market LLC |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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Item 8.01. Other Events.
On September 3, 2025, Solarius Capital Acquisition Corp. (the “Company”) issued a press release, a copy of which is attached as Exhibit 99.1 to this Current Report on Form 8-K, announcing that the holders of the Company’s units (the “Units”) may elect to separately trade the Class A ordinary shares, par value $0.0001 per share (the “Class A Ordinary Shares”), and redeemable warrants (the “Warrants”) included in the Units commencing on or about September 5, 2025. Each Unit consists of one Class A Ordinary Share and one-half of one Warrant. Any Units not separated will continue to trade on the Nasdaq Global Market (“Nasdaq”) under the symbol “SOCAU”, and the Class A Ordinary Shares and Warrants will separately trade on Nasdaq under the symbols “SOCA” and “SOCAW”, respectively. No fractional Warrants will be issued upon separation of the Units and only whole Warrants will trade. Holders of Units will need to have their brokers contact Continental Stock Transfer & Trust Company, the Company’s transfer agent, in order to separate the Units into Class A Ordinary Shares and Warrants.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
EXHIBIT INDEX
| Exhibit No. | Description | |
| 99.1 | Press Release, dated September 3, 2025. | |
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL) |
1
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| SOLARIUS CAPITAL ACQUISITION CORP. | |||
| By: | /s/ Richard H. Haywood, Jr. | ||
| Name: | Richard H. Haywood, Jr. | ||
| Title: | Chief Executive Officer | ||
| Dated: September 3, 2025 | |||
2
Exhibit 99.1
Solarius Capital Acquisition Corp. Announces the
Separate Trading of its Class A Ordinary Shares and
Warrants, Commencing on or about September 5, 2025
DARIEN, CT September 3, 2025 (GLOBE NEWSWIRE) — Solarius Capital Acquisition Corp. (the “Company”) today announced that holders of the units sold in the Company’s initial public offering of units completed on July 17, 2025 (the “Offering”) may elect to separately trade the Class A ordinary shares and redeemable warrants included in the units commencing on or about September 5, 2025. Any units not separated will continue to trade on the Nasdaq Global Market (“Nasdaq”) under the symbol “SOCAU”, and each of the Class A ordinary shares and warrants will separately trade on Nasdaq under the symbols “SOCA” and “SOCAW,” respectively. No fractional warrants will be issued upon separation of the units and only whole warrants will trade. Holders of units will need to have their brokers contact Continental Stock Transfer & Trust Company, the Company’s transfer agent, in order to separate the units into Class A ordinary shares and warrants.
A registration statement relating to these securities was declared effective by the U.S. Securities and Exchange Commission (the “SEC”) on July 15, 2025. This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any State or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such State or jurisdiction.
About Solarius Capital Acquisition Corp.
Solarius Capital Acquisition Corp. is a special purpose acquisition company (a “SPAC”), whose business purpose is to effect a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses. While the Company may pursue an initial business combination in any industry, sector or geographical location, it intends to focus on targets that complement its management team’s background and experience, including in the asset management, wealth management and financial services markets, and intends to seek businesses with enterprise values of approximately $500 million to $2 billion.
Cautionary Note Concerning Forward-Looking Statements
This press release contains statements that constitute “forward-looking statements,” including with respect to the Company’s search for an initial business combination. Forward-looking statements are subject to numerous conditions, many of which are beyond the control of the Company, including those set forth in the Risk Factors section of the Company’s registration statement for the initial public offering filed with the SEC. Copies are available on the SEC’s website, www.sec.gov. The Company undertakes no obligation to update these statements for revisions or changes after the date of this release, except as required by law.
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INVESTOR AND MEDIA CONTACT:
Richard H. Haywood, Jr.
Chief Executive Officer
(203) 617-0223