Shorepower Technologies, Inc. (OTC: SPEV) has entered into a merger agreement with Aeternum Health LLC, marking a strategic shift from transportation electrification infrastructure to a longevity-focused healthcare platform. The merger, dated February 17, 2026, will see Aeternum Health merge into Shorepower, with Shorepower as the surviving entity. Upon completion, the company intends to pursue services, products, and solutions aimed at increasing longevity and optimizing health outcomes, leveraging a novel peptide mix in development.
Under the terms of the agreement, Shorepower will issue common stock representing 51% ownership to Aeternum Health's sole member, along with 2,000,000 shares of Series B Preferred Stock, each carrying voting power equivalent to 40 common shares. Aeternum Health will contribute know-how and data related to a peptide mix for longevity and anti-aging, associated intellectual property, a minimum of $1.5 million in cash, and a business focused on commercializing the peptide technology. The parties intend for the merger to qualify as a tax-free reorganization under Section 368(a) of the Internal Revenue Code.
Leadership changes include Jeff Kim's resignation as President, CEO, and sole director, with Paul E. Mann, Manager of Aeternum Health, assuming those roles post-closing. Mann brings over two decades of experience in biotechnology, healthcare investing, and public company leadership, currently serving as Chairman and CEO of ASP Isotopes Inc. (Nasdaq: ASPI). His background includes senior investment roles at Soros Fund Management, Highbridge Capital, and DSAM Partners, as well as 11 years as a sell-side analyst at Morgan Stanley and Deutsche Bank. He began his career as a research scientist at Procter & Gamble and holds an MA (Cantab) and MEng from Cambridge University.
Corporate actions include a planned name change to Aeternum Health Inc., an increase in authorized common shares to 250 million, and a spin-out of the existing transportation electrification business. Financial statements and pro forma information for Aeternum Health will be filed within 71 days of the initial Form 8-K filing. The merger underscores a growing trend of public companies pivoting to high-growth sectors like longevity biotechnology, potentially offering investors exposure to anti-aging therapies. However, the success hinges on clinical development, regulatory approvals, and market acceptance of peptide-based interventions. The cash contribution and experienced leadership may mitigate some risks, but the company faces integration challenges and the need to demonstrate efficacy in a competitive field.
Forward-looking statements in the press release highlight risks including the ability to consummate the merger, regulatory approvals, integration risks, and commercialization hurdles. The company undertakes no obligation to update these statements. The announcement was made via PRISM MediaWire, with investor relations contact details provided by Shorepower Technologies.
