04/03/2026 | Press release | Distributed by Public on 04/03/2026 14:20
Item 1.01 Entry into a Material Definitive Agreement.
On April 2, 2026, Inflection Point Acquisition Corp. V (formerly known as Maywood Acquisition Corp.), a Cayman Islands exempted company ("SPAC") and Inflection Point Fund I LP, the sponsor of SPAC ("Sponsor"), entered into Amendment No. 2 (the "Promissory Note Amendment") to that certain promissory note dated as of February 12, 2025 and amended January 7, 2026 (as amended, the "Promissory Note"), which increased the aggregate principal amount of the Promissory Note to $800,000 to reflect a $100,000 advance made by Sponsor to SPAC for working capital.
The foregoing description of the Promissory Note Amendment does not purport to be complete and is qualified in its entirety by reference to the full text of the Promissory Note Amendment. A copy of the Promissory Note Amendment is filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.
Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
The information relating to the Promissory Note Amendment contained in Item 1.01 of this Current Report on Form 8-K is incorporated by reference into this Item 2.03 to the extent required herein.
Additional Information and Where to Find It
In connection with the proposed business combination (the "Proposed Business Combination") between SPAC and GOWell Technology Limited, a Cayman Islands exempted company (the "Company"), pursuant to the Business Combination Agreement, dated October 13, 2025, by and among SPAC, the Company, GOWell Energy Technology and IPCV Merger Sub Limited (as amended, the "Business Combination Agreement"), SPAC and the Company have prepared and filed with the SEC a registration statement containing a preliminary proxy statement of SPAC and a preliminary prospectus with respect to the securities to be offered in the Proposed Business Combination. After the registration statement is declared effective, the SPAC will mail a definitive proxy statement/prospectus relating to the Proposed Business Combination to its shareholders as of a record date to be established for voting on the Proposed Business Combination. Investors, shareholders and other interested persons are urged to read these documents and any amendments thereto, as well as any other relevant documents filed with the SEC when they become available because they will contain important information about the SPAC, the Company and the Proposed Business Combination. Investors and shareholders will also be able to obtain free copies of the preliminary proxy statement/prospectus, the definitive proxy statement/prospectus and other documents filed with the SEC, once available, without charge, at the SEC's website located at www.sec.gov, or by directing a request to Inflection Point Acquisition Corp. V, 167 Madison Avenue Suite 205 #1017, New York, NY 10016.
Participants in the Solicitation
The SPAC, the Company, and their directors and executive officers and other persons may be deemed to be participants in the solicitations of proxies from the SPAC's shareholders in respect of the Proposed Business Combination and the other matters set forth in the registration statement. Additional information regarding the participants in the proxy solicitation and a description of their direct and indirect interests by security holdings or otherwise, will be contained in the definitive proxy statement/prospectus relating to the Proposed Business Combination when it becomes available.
No Offer or Solicitation
This Current Report on Form 8-K and the exhibit hereto are for informational purposes only and are neither an offer to purchase, nor a solicitation of an offer to sell, subscribe for or buy any securities or the solicitation of any vote in any jurisdiction pursuant to the Proposed Business Combination or otherwise, nor shall there be any sale, issuance or transfer of securities in any jurisdiction in contravention of applicable law. No offer of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended, or an exemption therefrom.