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Shorepower Technologies (OTC: SPEV) Enters Merger Agreement with Aeternum Health LLC and Announces Strategic Transition to Longevity-Focused Healthcare Platform

MWN-AI** Summary

Shorepower Technologies, Inc. (OTC: SPEV) has announced a significant shift in its corporate strategy, entering into a merger agreement with Aeternum Health LLC. Effective February 17, 2026, this merger positions Aeternum Health as the entity merging into Shorepower, which will continue as the surviving company. Following the merger’s completion, Shorepower aims to pivot from its current focus on transportation electrification infrastructure to developing technologies and services that enhance longevity and health outcomes.

Under the terms of the agreement, Aeternum Health will acquire a 51% ownership stake through the issuance of common stock, alongside 2,000,000 shares of Series B Preferred Stock endowed with substantial voting power. The merger is also backed by a cash infusion of at least $1.5 million and the transfer of innovative peptide technology intended for anti-aging applications.

Change in leadership accompanies the merger, with Paul E. Mann, the Manager of Aeternum Health, set to assume the roles of President, CEO, and Board Director, while current CEO Jeff Kim will step down. Mann brings over 20 years of experience in biotechnology and healthcare investment to his new role, enhancing Shorepower’s capacity to navigate its strategic transition effectively.

Additionally, the company plans to rebrand as Aeternum Health Inc., expand authorized common shares to 250 million, and divest its existing transportation electrification business. Financial details will be provided in upcoming filings.

This transformative move illustrates Shorepower’s intent to capitalize on the burgeoning longevity sector, marking a notable departure from its previous business model. The merger is expected to qualify as a tax-free reorganization under Section 368(a) of the Internal Revenue Code, paving the way for a new era aimed at promoting health optimization and advanced longevity solutions.

MWN-AI** Analysis

Shorepower Technologies (OTC: SPEV) has recently made a significant strategic pivot by merging with Aeternum Health and transitioning its focus from transportation electrification to longevity-focused healthcare solutions. This transformative move could present both risks and opportunities for investors.

Firstly, the merger agreement details the issuance of 51% ownership to a member of Aeternum Health, alongside a substantial cash contribution of $1.5 million. This infusion of capital will likely bolster the company's balance sheet, setting the stage for accelerated R&D in the burgeoning field of longevity and anti-aging therapies. Investors should closely monitor the development and commercialization of the novel peptide technology, which could differentiate Aeternum in a highly competitive market.

However, transitioning away from Shorepower’s traditional domain raises concerns. Investors with a stake in the electrification infrastructure space may be uneasy as the legacy business is spun out. The ultimate success of this strategic pivot will depend on the ability to manage integration risks effectively and to navigate market acceptance of the new product offerings.

With new leadership under Paul E. Mann, who boasts extensive experience in biotechnology and pharmaceutical investment, there is a strong chance for success. His background at firms like Soros Fund Management and his involvement in healthcare could enhance strategic vision and execution.

Nonetheless, this shift comes with uncertainties. Regulatory approvals and market volatility could impact the company’s trajectory. Investors should remain cautious and conduct thorough analysis of the pro forma financials, which will illuminate the financial health post-merger.

In summary, while the merger with Aeternum Health positions Shorepower Technologies for growth in a promising sector, it is imperative for stakeholders to consider both the potential for innovation and the risks associated with such a significant strategic overhaul.

**MWN-AI Summary and Analysis is based on asking OpenAI to summarize and analyze this news release.

Source: GlobeNewswire

HILLSBORO, Ore., Feb. 24, 2026 (GLOBE NEWSWIRE) -- Shorepower Technologies, Inc. (OTC: SPEV) ("Shorepower" or the "Company") today announced that it has entered into an Agreement and Plan of Merger dated February 17, 2026, with Aeternum Health LLC ("Aeternum Health"), pursuant to which Aeternum Health will merge with and into Shorepower, with Shorepower continuing as the surviving entity.Upon completion of the merger, the Company intends to transition its strategic focus from transportation electrification infrastructure to the development of services, products, and solutions designed to increase longevity and optimize health outcomes.

Transaction Summary

  • Issuance of common stock representing 51% ownership of the Company to the sole member of Aeternum Health.
  • Issuance of 2,000,000 shares of Series B Preferred Stock, each share having voting power equal to 40 shares of common stock.
  • Transfer to the Company of know-how and data relating to a novel peptide mix in development for longevity and anti-aging, together with associated intellectual property.
  • Contribution of a minimum of $1.5 million in cash.
  • Contribution of a business related to commercialization of 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
As part of the transaction, Jeff Kim will resign as President, Chief Executive Officer, and sole director of the Company. Paul E. Mann, Manager of Aeternum Health, will become President, Chief Executive Officer, and sole member of the Board of Directors of the Company upon closing of the merger.

About Paul E. Mann
Mr. Mann, age 49, brings over two decades of experience in biotechnology, healthcare investing, and public company leadership. He currently serves as Chairman and Chief Executive Officer of ASP Isotopes Inc. (Nasdaq: ASPI), a company he co-founded in 2021.

Prior to founding ASP Isotopes, Mr. Mann held senior investment roles at Soros Fund Management, Highbridge Capital, and DSAM Partners, where he managed and directed significant capital allocations in healthcare, biotechnology, and chemicals sectors. Earlier in his career, he spent 11 years as a sell-side analyst at Morgan Stanley and Deutsche Bank, where he co-managed top-ranked healthcare research teams and advised numerous pharmaceutical companies.

He began his career as a research scientist at Procter & Gamble and is named as the inventor on multiple skincare formulations. Mr. Mann holds an MA (Cantab) and MEng from Cambridge University in Natural Sciences and Chemical Engineering and is a CFA charterholder.

Corporate Actions

  • Planned corporate name change to Aeternum Health Inc.
  • Increase in authorized common shares to 250 million.
  • Spin-out of the Company’s existing transportation electrification business.

Financial statements and pro forma financial information relating to Aeternum Health will be filed by amendment within 71 calendar days of the initial Form 8-K filing.

About Shorepower Technologies, Inc.
Shorepower Technologies, Inc. (OTC: SPEV) designs, manufactures, and operates transportation electrification equipment, including systems for truck stops, electric transport refrigeration units, and electric vehicle supply equipment. Following completion of the merger, the Company intends to focus on longevity and health optimization technologies.

Forward-Looking Statements
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements include statements regarding the expected completion of the merger, strategic repositioning, commercialization of peptide technologies, corporate name change, spin-out of legacy assets, and anticipated financial contributions.

Forward-looking statements are based on current expectations and assumptions and involve risks and uncertainties that could cause actual results to differ materially. These risks include, but are not limited to, the ability to consummate the merger, regulatory and stockholder approvals, integration risks, financing availability, development and commercialization risks, intellectual property risks, market acceptance, and general economic conditions.

Readers are cautioned not to place undue reliance on forward-looking statements, which speak only as of the date of this release. The Company undertakes no obligation to update or revise any forward-looking statements except as required by law.

Investor Relations Contact:
Shorepower Technologies, Inc.
5291 NE Elam Young Parkway, Suite 160 Hillsboro, OR 97124
(503) 892-7345
OTC: SPEV


FAQ**

How will the transition from transportation electrification to longevity-focused solutions impact Shorepower Technologies Inc Com SPEV's market position and revenue streams?

The transition from transportation electrification to longevity-focused solutions could enhance Shorepower Technologies Inc Com (SPEV)'s market position by diversifying revenue streams, attracting environmentally conscious consumers, and establishing the company as a leader in sustainable technology innovations.

What specific strategies does Shorepower Technologies Inc Com SPEV plan to implement to commercialize the novel peptide technology acquired from Aeternum Health?

Shorepower Technologies Inc Com (SPEV) plans to commercialize the novel peptide technology acquired from Aeternum Health through targeted partnerships, strategic marketing initiatives, and leveraging existing distribution networks to optimize reach and adoption in relevant markets.

Given the leadership changes at Shorepower Technologies Inc Com SPEV, how might Paul E. Mann's previous experience shape the company's future direction and operational strategy?

Paul E. Mann's extensive experience in the tech and energy sectors may drive Shorepower Technologies Inc. towards innovative operational strategies and a stronger focus on sustainable growth, enhancing the company's competitive edge in the evolving clean energy landscape.

What potential risks does Shorepower Technologies Inc Com SPEV foresee in executing the planned spin-out of its transportation electrification business during this merger with Aeternum Health?

Shorepower Technologies Inc Com SPEV foresees potential risks in the planned spin-out, including regulatory challenges, integration complexities, market volatility, financial uncertainties, and potential dilution of focus on core business operations during the merger with Aeternum Health.

**MWN-AI FAQ is based on asking OpenAI questions about ASP Isotopes Inc. (NASDAQ: ASPI).

ASP Isotopes Inc.

NASDAQ: ASPI

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