Shorepower Technologies, Inc. (OTC: SPEV) announced Monday that it has entered into a definitive merger agreement with Aeternum Health LLC, a private company focused on longevity and health optimization. The transaction will result in Shorepower issuing common stock representing 51% ownership to Aeternum Health's sole member and transitioning its strategic focus from transportation electrification infrastructure to the development of peptide-based therapies and wellness solutions.
Under the terms of the Agreement and Plan of Merger dated February 17, 2026, Aeternum Health will merge into Shorepower, with Shorepower as the surviving entity. The merger includes the issuance of 2,000,000 shares of Series B Preferred Stock, each with voting power equivalent to 40 shares of common stock, effectively giving Aeternum Health control. Additionally, Aeternum Health will contribute at least $1.5 million in cash, a business related to commercializing peptide technology, and know-how and data surrounding a novel peptide mix for longevity and anti-aging, along with associated intellectual property.
The parties intend for the merger to qualify as a tax-free reorganization under Section 368(a) of the Internal Revenue Code. Upon closing, Jeff Kim will resign as President, CEO, and sole director of Shorepower. Paul E. Mann, Manager of Aeternum Health, will assume the roles of President, CEO, and sole board member. Mann brings over two decades of experience in biotechnology, healthcare investing, and public company leadership. He currently serves as Chairman and CEO of ASP Isotopes Inc. (Nasdaq: ASPI), a company he co-founded in 2021. Prior to that, he held senior investment roles at Soros Fund Management, Highbridge Capital, and DSAM Partners, and spent 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 and MEng from Cambridge University.
Shorepower also announced planned corporate actions: a name change to Aeternum Health Inc., an increase in authorized common shares to 250 million, and a spin-out of its existing transportation electrification business. The company will file financial statements and pro forma financial information for Aeternum Health by amendment within 71 calendar days of the initial Form 8-K filing.
The merger represents a significant pivot for Shorepower, which currently designs, manufactures, and operates transportation electrification equipment, including systems for truck stops and electric vehicle supply equipment. The new focus on longevity and health optimization leverages Aeternum Health's peptide technology, which aims to address aging and health outcomes. The announcement underscores the growing investor interest in longevity-focused biotechnology and the potential for peptide-based interventions.
Forward-looking statements in the press release highlight risks including the ability to consummate the merger, regulatory and stockholder approvals, integration risks, and development and commercialization challenges. The company undertakes no obligation to update forward-looking statements except as required by law. For more details, refer to the source: PRISM MediaWire.
