Charlton Aria Acquisition Corporation (CHAR) filed a Current Report on Form 8-K on October 7, 2026, to disclose the execution of a business combination agreement. The filing confirms that on October 6, 2026, the Company entered into an agreement with KQC Quantum, Inc. (Parent) and Korea Quantum Computing Co., Ltd. (KQC) to combine the entities.
According to the filing, KQC MS Limited, a Cayman Islands subsidiary of KQC Parent, will merge with and into Charlton Aria Acquisition Corporation, with Charlton Aria surviving as a wholly owned subsidiary of KQC Parent. The transaction is targeted to close in the first half of calendar year 2027, subject to the satisfaction of customary closing conditions.
The filing includes an investor presentation dated October 2026 and a script for a joint investor webcast scheduled for 10:30 a.m. Eastern Time on Thursday, October 8, 2026. The webcast will be accessible on Parent’s website at www.kqcquantum.com/webcast.
In connection with the transaction, KQC Parent intends to file a registration statement on Form S-4 with the SEC. This registration statement will include a proxy statement for Charlton Aria Acquisition Corporation and a prospectus for KQC Parent. Once declared effective, the definitive proxy statement/prospectus will be mailed to Charlton Aria’s shareholders.
The filing includes standard forward-looking statements and risk factors. These include risks related to the transaction not being completed on a timely basis or at all, the satisfaction of the minimum cash condition, the availability of private placement financing, and the ability to obtain or maintain the listing of the combined company’s securities on Nasdaq.
