ZincFive Inc. and Spark I Acquisition Corporation (NASDAQ: SPKL) filed a registration statement on Form S-4 with the US Securities and Exchange Commission (SEC). This filing advances their proposed business combination, aiming for a combined entity trading on Nasdaq by late 2026.

Deal structure and timeline

The business combination remains subject to approval by Spark I shareholders and effectiveness of the Registration Statement by the SEC. Other customary closing conditions must also be met before completion. Following the transaction, the combined company is expected to operate under the name ZincFive Inc., with its securities listed on Nasdaq subject to exchange approval.

The companies target a closing date in the fourth quarter of 2026. The filing represents a key regulatory step toward the public listing of the combined entity.

Key transaction details

The move follows the previously announced proposal to merge the two entities. No financial metrics or valuation details were disclosed in the immediate announcement regarding the registration statement filing.

ZincFive, a provider of nickel-zinc battery solutions for data centers and AI infrastructure, has entered into a definitive business combination agreement with Spark I Acquisition Corporation. The proposed transaction values ZincFive at a pro forma enterprise value of approximately $752 million and is expected to result in the company listing on Nasdaq under the ticker symbol ZFIV. The deal aims to provide capital to scale manufacturing and meet accelerating demand for high-power, safe energy storage solutions.

Transaction Details

The agreement outlines a financial structure that includes expected gross proceeds of $125 million. This comprises approximately $100 million from a committed private investment in public equity (PIPE) and up to $25 million from the trust account of Spark I Acquisition Corporation. The committed PIPE fully satisfies the minimum cash condition for the transaction. Existing ZincFive equity holders are expected to retain 100% of their equity in the combined company. The Boards of Directors of both companies have unanimously approved the transaction, which is anticipated to close in the second half of 2026, subject to regulatory approvals and shareholder consent.

Financial Performance and Outlook

ZincFive reported significant commercial momentum, with revenue doubling from 2024 to approximately $66.9 million in 2025. The company has shipped or contracted nearly 2 GW of systems globally. As of December 31, 2025, ZincFive held a commercial backlog of approximately $81 million from diversified, blue-chip, and hyperscaler customers. The company recently launched a comprehensive energy storage solution designed to support both outage duration backup and real-time AI dynamic power loads.

Strategic Rationale

The transaction is designed to fund ZincFive's growth investments, commercial deployment, and the build-out of U.S. manufacturing capabilities. ZincFive's proprietary nickel-zinc technology is positioned to address the build-out of global data center markets and the need for short-duration, high-power solutions for advanced AI infrastructure. The company's products eliminate thermal runaway risk and reduce cooling requirements compared to traditional lithium-ion and lead-acid batteries. Net proceeds from the transaction will also be used to repay a portion of a $35 million bridge loan facility, with $28.5 million expected to be repaid at closing.