Business Context and Reporting Period
This Form 8-K was filed by Soulpower Acquisition Corp. (SOUL) on July 7, 2025. The company is a Cayman Islands-based special purpose acquisition company (SPAC) listed on the NYSE. The filing reports the appointment of a new President and the formalization of consulting agreements for executive officers.
Key Financial Metrics
The filing does not provide revenue, profit, cash flow, margin, debt, or liquidity metrics. As a pre-business combination SPAC, the document focuses on executive compensation rather than operational financial performance.
- President Consulting Fee: $7,500 per month.
- CFO Consulting Fee: $10,000 per month.
Material Changes
The primary material change reported is the appointment of Mr. Joshua Lafazan as President on July 7, 2025. Additionally, the company formalized a consulting agreement with its Chief Financial Officer, Ms. Teresa Strassner, effective the same date. Both agreements remain in effect until the consummation of the company's initial business combination or earlier termination.
Outlook, Risks, and Management Commentary
Management Commentary: Mr. Lafazan, who is the brother of CEO Justin Lafazan, will oversee investor relations, government relations, and community relations. He brings experience as a former Nassau County Legislator and holds degrees from Cornell and Harvard, with a doctoral candidacy at the University of Pennsylvania.
Risks and Contingencies: The filing notes a family relationship between the new President and the CEO/Chairman. However, it explicitly states that Mr. Lafazan has no other material interests in existing or proposed transactions requiring disclosure under Item 404(a) of Regulation S-K.
Investor Verification Checklist
- Verify the full text of the President Consulting Agreement (Exhibit 10.1) and CFO Consulting Agreement (Exhibit 10.2) for termination clauses and additional compensation terms.
- Confirm the current status of the SPAC's search for a target business combination.
- Review the company's cash on hand to ensure sufficient liquidity to cover the new monthly executive compensation obligations ($17,500 combined) until a business combination is consummated.