Corporate Finance

Columbus Acquisition Corp Issues $50,000 in Extension Notes

The company disclosed two interest-free $25,000 notes tied to a trust-account deposit that extended its business-combination deadline by one month.

By Carter Hayes ·

Key takeaways

  • Columbus Acquisition Corp issued separate unsecured promissory notes of $25,000 to WISeSat.Space Corp. and sponsor Hercules Capital Management VII Corp. on July 29, 2026.
  • The notes were connected to a $50,000 trust-account deposit that extended the company’s deadline from June 22, 2026, to July 22, 2026.
  • Both notes bear no interest, with repayment terms linked to a business combination, winding up and, for the target note, certain agreement-termination circumstances.
  • Each payee may elect to convert unpaid obligations into private units at $10.00 per unit, subject to the terms in the filing.

Extension funding supported a one-month deadline change

Columbus Acquisition Corp reported that $50,000 was deposited into its trust account on or around June 22, 2026. The deposit extended the period to complete its initial business combination by one month, from June 22, 2026, to July 22, 2026.

According to the filing, Hercules Capital Management VII Corp., identified as Columbus’s sponsor, paid $25,000 of the extension fee. WISeSat.Space Corp., identified as the target, paid the remaining $25,000.

The company’s charter permits monthly extensions through January 22, 2027, provided that $50,000 is deposited into the trust account for each extension.

Company issued two unsecured notes

On July 29, 2026, Columbus issued a $25,000 unsecured promissory note to WISeSat.Space Corp. in connection with the target’s portion of the extension fee. It issued another $25,000 unsecured promissory note to Hercules Capital Management VII Corp. in connection with the sponsor’s portion.

Neither note bears interest. The sponsor note is payable upon the earlier of completion of a business combination or the effective winding up of Columbus.

The target note is payable upon the earliest of specified termination of the business-combination agreement, completion of an initial business combination, or the effective winding up of Columbus.

Conversion and transfer provisions accompany the notes

The payee of each note may choose to convert outstanding unpaid obligations into Columbus private units at $10.00 per unit. Each conversion unit consists of one ordinary share and one right to receive one-seventh of an ordinary share upon completion of a business combination.

If the company validly terminates the business-combination agreement under the provision specified in the filing and later completes a business combination with another target, the target-note payee may choose repayment or conversion into shares of the post-closing public company at $5.00 per share, subject to the stated adjustments.

The filing says conversion units and underlying securities issued under the sponsor note generally may not be transferred or sold by the sponsor before a business combination is completed. Securities issuable under the target note are generally subject to transfer or sale restrictions until the applicable lock-up period expires.

Filing identifies proposed transaction parties

The filing describes a business-combination agreement dated November 9, 2025, involving Columbus, WISeSat.Space Holdings Corp., WISeSat Merger Sub Corp., WISeSat.Space Corp. and WISeKey International Holding Ltd.

Columbus reported the note issuances under SEC disclosure items covering a material definitive agreement and creation of a direct financial obligation. It said the note issuances relied on the registration exemption in Section 4(a)(2) of the Securities Act of 1933.

Pubco intends to file a registration statement with the SEC that would include a Columbus proxy statement and a prospectus for the registration of Pubco securities in connection with the proposed business combination.