SEC Declares S-4 Effective for Powerus Combination, Clearing a Key Hurdle Toward Q4 Close

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Aureus Greenway Holdings Inc. (PUSA) and Autonomous Power Corporation, doing business as Powerus, jointly announced on August 13, 2026, that the registration statement on Form S-4 for their proposed business combination was declared effective by the U.S. Securities and Exchange Commission on August 12. Subject to the satisfaction of remaining closing conditions, the parties expect to complete the combination in early October 2026, with the combined company to be renamed Powerus Corporation and expected to continue trading on Nasdaq under the ticker PUSA.

It is important to note that when the SEC declares a registration statement effective, that is not the same as approving it or the transaction itself, and there is no assurance that the combination will close or that it will do so on any particular timeline. Still, effectiveness removes one of the principal hurdles between announcement and completion, and it arrives on the back of an unusually active stretch for Powerus.

Powerus Has Built a Multi-Domain Autonomy Platform Ahead of Its Public Debut

Powerus builds unified autonomous systems designed to move, protect, and sustain critical assets in high-risk environments. Its capabilities span heavy-lift platforms, autonomous air and maritime systems, mission systems, training and support, and U.S.-based manufacturing.

"Over the past year, we have focused on building a scaled U.S. autonomy platform, advancing our technology across air, ground and maritime systems, and deepening our relationships with defense and strategic partners," said Andrew Fox, Founder and Chief Executive Officer of Powerus. "Subject to the remaining closing conditions, we believe the business combination will position Powerus to accelerate that mission and build for the long term."

"We are pleased to have reached this milestone in our proposed combination with Powerus," said Matthew Saker, Interim Chief Executive Officer of AGH. "We look forward to working with the Powerus team to complete this transaction and to pursue the strategic opportunities ahead."

Defense Orders and Contracts Anchor a Growing Commercial Track Record

The combination follows a series of previously announced Powerus developments across defense, agriculture, and strategic partnerships.

On the defense side, a defense prime contractor placed a purchase order valued at approximately $2.5 million, according to Powerus, for 1,500 U.S.-manufactured FPV aircraft with pilot and spare parts kits, through Powerus subsidiary Agile Autonomy LLC. The U.S. Air Force competitively awarded the company an indefinite-delivery/indefinite-quantity contract for its Guardian-2 counter-drone interceptor with a ceiling value of up to $90 million through mid-2028, and separately placed a limited procurement order for Guardian-2 systems following a successful demonstration. 

Powerus also advanced to Phase 3 of the U.S. Army's xTech Adaptive Strike Competition. As disclosed, these orders do not guarantee future orders or program-of-record status, and IDIQ awards are placed at the government's discretion, with actual orders potentially materially less than the ceiling.

Beyond defense, Powerus launched an agriculture division through its subsidiary Kaizen Aerospace, anchored by a $60 million Australia-New Zealand distribution agreement, according to Powerus, with Aerospread Technologies and a U.S. partnership with Sprig Aerospace. Distribution agreements establish sales arrangements rather than firm purchase commitments.

Strategic Partnerships Deepen the Supply Chain and Technology Stack

Powerus also strengthened its industrial relationships in the lead-up to the combination. Unusual Machines, Inc. (NYSE American: UMAC) made a $30 million strategic equity investment in Powerus, according to Powerus, deepening an existing supply and manufacturing relationship. Powerus placed an order with Unusual Machines valued at more than $5 million for U.S.-made, NDAA-compliant components for counter-drone systems, a purchase by Powerus rather than Powerus revenue. The company additionally signed a memorandum of understanding with UAV software company Swarmer, Inc. (Nasdaq: SWMR) to explore integrating Swarmer's swarming and coordination software with the Powerus autonomous systems architecture, an exploratory collaboration that may not result in a definitive agreement.

What Comes Next for PUSA

With the S-4 effective, remaining steps toward closing include customary conditions and applicable regulatory approvals, with completion targeted for early October 2026. Investors and security holders are urged to read the registration statement and related materials filed with the SEC, available at sec.gov, for important information about the proposed combination.

If completed, the transaction would bring a multi-domain U.S. autonomy platform with active defense contracts, an emerging agriculture business, and established supply chain partnerships to the public market under the Powerus Corporation name, trading as PUSA.

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