AI brief of an SEC Form 8-K · Miluna Acquisition Corp (MMTX)

Miluna Acquisition Corp agrees to $250 million business combination with CADV.AI

Neutral Impact 5 of 5 m&a Written later

Miluna Acquisition Corp, a special purpose acquisition company listed on Nasdaq, signed a definitive business combination agreement on April 23, 2026 with Kukugan Invest and CADV Ventures S.A., an AI software company based in Poland. Under the agreement, Miluna would issue new Class A shares valued at $250 million to Kukugan Invest at a $10.00 per share reference price, and the combined company would be renamed Kukugan Corp. The deal is expected to close in the second half of 2026, subject to approval by Miluna shareholders, so existing Miluna shareholders would be diluted if it completes.

Key points

  • Aggregate transaction consideration of $250 million, paid in newly issued Class A shares at a $10.00 per share reference price.
  • Up to 5,000,000 additional Class A earn-out shares, issuable if the surviving company reports consolidated revenue of at least $7 million for fiscal 2027.
  • Class B shares carrying 15 votes per share are issued to a designated individual, with no economic rights, and are not convertible.
  • Press release cites a pre-money equity value of $300 million and an implied pro forma enterprise value of about $408 million, assuming no redemptions by public shareholders.

The filing

CompanyMiluna Acquisition Corp (MMTX)
Form8-K, current report
Filed with the SECApr 27, 2026, 7:35 AM ET
Accession number0001493152-26-019055

Items reported: 1.01 Material Definitive Agreement7.01 Regulation FD Disclosure

Read the filing on SEC.gov ↗

Written by AI on Nov 9, 2026, 11:46 AM ET, from this filing only. Written later: this filing was briefed after the fact, when past filings were added to the site, so the brief may be read with hindsight; the filing itself is the record of what was known on April 27, 2026.

Briefs are written by AI from the filing text and can contain mistakes — open the filing before acting on anything. Impact (1-5) and tone are the AI's reading of the filing for shareholders, not a price forecast. Not investment advice.