Form 8-K

8-K — Blue Water Acquisition Corp. IV

Accession: 0001493152-26-019396

Filed: 2026-04-28

Period: 2026-04-28

CIK: 0002082847

SIC: 6770 (BLANK CHECKS)

Item: Regulation FD Disclosure

Item: Financial Statements and Exhibits

Documents

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UNITED

STATES

SECURITIES

AND EXCHANGE COMMISSION

Washington,

D.C. 20549

Form

8-K

Current

Report

Pursuant

to Section 13 or 15(d) of the Securities Exchange Act of 1934

April

28, 2026

Date

of Report (Date of earliest event reported)

Blue

Water Acquisition Corp. IV

(Exact

Name of Registrant as Specified in its Charter)

Cayman

Islands

001-43204

00-0000000

N/A

(State

or other jurisdiction

incorporation)

(Commission

File

Number)

(I.R.S.

Employer

Identification

No.)

E. Putnam Avenue

Suite

363

Greenwich,

06830

(Address

of Principal Executive Offices)

(Zip

Code)

Registrant’s

telephone number, including area code: (203) 489-2110

N/A

(Former

name or former address, if changed since last report)

Check

the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under

any of the following provisions:

☒

Written

communications pursuant to Rule 425 under the Securities Act

☐

Soliciting

material pursuant to Rule 14a-12 under the Exchange Act

☐

Pre-commencement

communications pursuant to Rule 14d-2(b) under the Exchange Act

☐

Pre-commencement

communications pursuant to Rule 13e-4(c) under the Exchange Act

Securities

registered pursuant to Section 12(b) of the Act:

Title

of each class

Trading

Symbol(s)

Name

of each exchange on which registered

Units,

each consisting of one Class A ordinary share and one-half of one redeemable warrant

BWIV.U

New

York Stock Exchange

Class

A ordinary shares, par value $0.0001 per share

BWIV

New

York Stock Exchange

Warrants,

each whole warrant exercisable for one Class A ordinary share

BWIV.WS

New

York Stock Exchange

Indicate

by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405)

or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

Emerging

growth company ☒

an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying

with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item

7.01. Regulation FD Disclosure.

April 28, 2026, Blue Water Acquisition Corp. IV (“BWIV” or the “Company”), a special purpose acquisition

company, issued a press release announcing that it has entered into a letter of intent to acquire substantially all of Maha Capital AB

(“Maha”) subsidiaries inclusive of their respective assets and contracts, through a proposed business combination.

A copy of the press release is attached as Exhibit 99.1 and incorporated by reference herein.

assurances can be made that the Company and Maha will successfully negotiate and enter into a definitive agreement, or that the proposed

business combination will be consummated on the terms or timeframe currently contemplated, or at all. No assurances can be provided as

to the entry into or timing of any definitive agreement or the consummation of any transaction. Any transaction would be subject to the

completion of satisfactory due diligence, the negotiation of a definitive agreement and related ancillary agreements providing

for the proposed business combination, satisfaction of the conditions negotiated therein, board and equity holder approval, regulatory

approvals, and other customary conditions.

The

information in this Item 7.01, including Exhibit 99.1, is furnished and shall not be deemed “filed” for purposes of Section

18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to liabilities under that

section, and shall not be deemed to be incorporated by reference into the filings of the Company under the Securities Act of 1933, as

amended, or the Exchange Act, regardless of any general incorporation language in such filings.

Additional

Information and Where to Find It

a definitive agreement is entered into in connection with the proposed business combination, the Company or a newly formed holding company

will prepare a registration statement on Form S-4, which will include a preliminary proxy statement of the Company containing information

about the proposed business combination and the respective businesses of the Company, Maha and the Maha subsidiaries,

as well as the prospectus relating to a potential newly formed holding company’s securities to be issued to in connection with

the completion of the proposed business combination, to be filed with the U.S. Securities and Exchange Commission (“SEC”).

In an instance where a definitive agreement is executed and after the registration statement is declared effective, the proxy statement/prospectus

will be mailed to the Company’s shareholders. The Company urges investors and other interested persons to read, when available,

the proxy statement/prospectus, as well as other documents filed with the SEC when they become available, because these documents

will contain important information about the proposed business combination. Such persons can also read the Company’s reports filed

with the SEC for a description of the security holdings of its officers and directors and their respective interests as security holders

in the consummation of the transactions described herein. The proxy statement/prospectus, once available, and the Company’s reports

can be obtained, without charge, at the SEC’s website (http://www.sec.gov).

Participants

in the Solicitation

The

Company or a newly formed holding company, Maha, the Maha subsidiaries, and their respective directors, executive officers and

other members of their management and employees, under SEC rules, may be deemed to be participants in the solicitation of proxies of

the Company’s shareholders in connection with the proposed business combination. Investors and security holders may obtain

more detailed information regarding the names, affiliations and interests of the Company’s directors and officers in the Company’s

reports filed with the SEC. Information regarding the persons who may, under SEC rules, be deemed participants in the solicitation of

proxies to the Company’s shareholders in connection with the proposed business combination will be set forth in the proxy

statement/prospectus for the proposed business combination when available. Information concerning the interests of Maha,

the Maha subsidiaries and the Company’s participants in the solicitation, which may, in some cases, be different than those

of their respective equityholders generally, will be set forth in the proxy statement/prospectus relating to the proposed business combination

when it becomes available.

Forward-Looking

Statements:

All

information in this Current Report on Form 8-K concerning Maha and the Maha subsidiaries has been provided solely by Maha and

has not been independently verified by BWIV, which makes no representation or warranty as to the accuracy or completeness of such information

and assumes no obligation to update the information in this report, except as required by law. This report includes “forward-looking

statements” with respect to BWIV and Maha. The expectations, estimates, and projections of the businesses of Maha and BWIV may

differ from their actual results, and consequently, you should not rely on these forward-looking statements as predictions of future

events. Words such as “expect,” “estimate,” “project,” “budget,” “forecast,”

“anticipate,” “intend,” “plan,” “may,” “will,” “could,” “should,”

“believes,” “predicts,” “potential,” “continue,” and similar expressions are intended

to identify such forward-looking statements. These forward-looking statements include, without limitation, expectations with respect

to the execution and delivery of a definitive agreement with respect to the proposed business combination, future performance and anticipated

financial impacts of the proposed business combination, the satisfaction of the closing conditions to the proposed business combination,

and the timing of the completion of the proposed business combination. These forward-looking statements involve significant risks and

uncertainties that could cause the actual results to differ materially from the expected results. Most of these factors are outside of

the control of BWIV and Maha and are difficult to predict. Factors that may cause such differences include, but are not limited to: (1)

the occurrence of any event, change or other circumstances that could give rise to the termination of the negotiations and any subsequent

definitive agreements with respect to the proposed business combination, and the possibility that the terms and conditions set forth

in any definitive agreements with respect to the proposed business combination may differ materially from the terms and conditions set

forth in the letter of intent; (2) the outcome of any legal proceedings that may be instituted against the parties following the announcement

of the proposed business combination and any definitive agreements with respect thereto; (3) the inability to complete the proposed business

combination, including due to failure to obtain approval of the shareholders of BWIV and Maha or other conditions to closing;

(4) the inability to obtain or maintain the listing of the combined company’s securities on the New York Stock Exchange, The Nasdaq

Stock Market LLC, or another national securities exchange following the proposed business combination; (5) the risk that the proposed

business combination disrupts current plans and operations as a result of the announcement and consummation of the proposed business

combination; (6) the ability to recognize the anticipated benefits of the proposed business combination, which may be affected by, among

other things, competition, the ability of the combined company to grow and manage growth profitably and retain its key employees; (7)

costs related to the proposed business combination; (8) changes in applicable laws or regulations; (9) risks related to Maha’s

business, competition within the industry, the risks inherent in development projects and exploration activities, potential delays or

cost overruns in capital expenditures, the ability to secure necessary raw materials, compliance with regulatory requirements, environmental

and safety obligations, economic and market conditions, and political or geopolitical developments; and (10) other risks and uncertainties

included in documents filed or to be filed with the SEC by BWIV, Maha and the combined company. The foregoing list of factors is not

exclusive. You should not place undue reliance upon any forward-looking statements, which speak only as of the date made. BWIV and Maha

do not undertake or accept any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements

to reflect any change in their expectations or any change in events, conditions, or circumstances upon which any such statement is based,

except as required by law. Past performance by BWIV and Maha is not a guarantee of future performance. Therefore, you should not place

undue reliance on the historical record of the performance of BWIV and Maha as indicative of future performance of an investment or the

returns that BWIV and Maha will, or are likely to, generate going forward.

Offer or Solicitation

This

Current Report on Form 8-K and the exhibit hereto shall not constitute a solicitation of a proxy, consent, or authorization with respect

to any securities or in respect of the proposed transaction. This report and the exhibit hereto shall also not constitute an offer

to subscribe for, buy or sell, the solicitation of an offer to subscribe for, buy or sell or an invitation to subscribe for, buy or sell

any securities or the solicitation of any vote or approval in any jurisdiction pursuant to or in connection with the proposed transactions

or otherwise, nor shall there be any sale of securities in any states or jurisdictions in which such offer, solicitation, or sale would

be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.

Item 9.01

Financial Statements and Exhibits.

(d)

Exhibits

Exhibit

No.

Description

99.1

Press

Release dated April 28, 2026

104

Cover

Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURES

Pursuant

to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by

the undersigned hereunto duly authorized.

Dated:

April 28, 2026

Blue

Water Acquisition Corp. IV

By:

/s/

Joseph Hernandez

Name:

Joseph

Hernandez

Title:

Chief

Executive Officer

EX-99.1

Filename: ex99-1.htm · Sequence: 2

Exhibit

99.1

BLUE

WATER ACQUISITION CORP. IV ANNOUNCES LETTER OF INTENT FOR A PROPOSED ACQUISITION OF MAHA CAPITAL AB SUBSIDIARIES, CREATING A PUBLIC PLATFORM

WITH VENEZUELAN ENERGY EXPOSURE AND HIGH-GROWTH AI FINTECH BUSINESS

NEW

YORK, April 28, 2026 /PRNewswire/ — Blue Water Acquisition Corp. IV (NYSE: BWIV) (“BWIV”), a publicly

listed special purpose acquisition company (the “Company”), today announced that it has entered into a letter of intent (“LOI”)

to acquire substantially all of Maha Capital AB (“Maha”) subsidiaries inclusive of their respective assets and contracts

expected to result in the formation of a publicly traded company listed on the New York Stock Exchange (NYSE). The Company will be headquartered

in New York City and will create a differentiated portfolio of energy and financial technology assets.

The

transaction is expected to provide investors with exposure to a uniquely positioned energy platform. A central component of the acquisition

is Maha’s subsidiaries and affiliated entities holding exposure to Venezuelan energy-related assets that may operate under authorizations

issued by the U.S. Department of the Treasury’s Office of Foreign Assets Control (“OFAC”), including General License

52 (“GL 52”), subject to regulatory compliance and applicable approvals. These authorizations, where applicable, provide

a structured legal framework for certain activities involving Venezuela’s energy sector in accordance with U.S. sanctions laws.

According

to the U.S. Department of Energy, Venezuela holds the largest proven oil reserves in the world, primarily concentrated in the Orinoco

Belt. Despite the scale of these resources, production has declined materially over the past decade due to underinvestment and infrastructure

constraints, creating a significant opportunity for capital, technology, and operational expertise to unlock value over time. Upon completion

of the transaction, the Company is expected to be among a limited number of publicly traded platforms offering exposure to Venezuelan

energy assets within an OFAC-compliant structure. This positioning provides investors with potential access to a globally significant

resource base, coupled with long-term optionality tied to geopolitical and regulatory developments.

addition to its energy platform, the Company will include Maha’s financial technology subsidiaries, which comprise a rapidly growing

platform that leverages artificial intelligence to transform business-to-business credit and payments. The platform utilizes advanced

AI-driven underwriting models, machine learning risk analytics, and real-time transaction data to expand access to credit for underserved

small and medium-sized enterprises, particularly in Latin America and Canada where traditional lending infrastructure remains constrained.

Through

these capabilities, the platform enables faster credit decision-making, improved risk management, and scalable deployment across fragmented

markets. The business also benefits from strategic partnerships, strengthening its position within the global payments ecosystem and

enhancing distribution capabilities.

Following

the closing of the transaction, the company intends to separate its fintech operations into a standalone publicly traded entity within

approximately thirty to ninety days. This planned separation is intended to allow each business to be independently valued by the market,

reduce the valuation discount often associated with combined structures, and provide shareholders with exposure to two focused companies,

each with a distinct strategy and growth profile.

The

Company will be led by an experienced management team with a track record of operating and scaling public companies. Joseph Hernandez,

Chairman and Chief Executive Officer of BWIV, is expected to serve as Chairman and Interim Chief Executive Officer of the Company. Governance

is expected to include a five-member board of directors with balanced representation from both BWIV and Maha.

The

transaction is expected to be negotiated based on a reference valuation reflecting Maha’s equity market capitalization of approximately

$490 million, based on a 14-day volume-weighted average share price of SEK 12.84 and 351,991,889 outstanding shares, as of April 27,

2026. The parties intend to negotiate definitive agreements and pursue closing within an expected timeframe of approximately ninety days,

subject to the completion of due diligence, regulatory approvals, and shareholder approvals.

Joseph

Hernandez stated, “This transaction brings together two highly differentiated opportunities into one platform. We are acquiring

a portfolio of strategic energy and technology assets with meaningful long-term upside. On one side, we have exposure to one of the most

significant energy resource bases in the world, structured within an OFAC-compliant framework. On the other, we are building a high-growth

AI-driven fintech platform that is expanding access to credit across underserved markets. By separating these businesses shortly after

closing, we believe we can unlock meaningful value for shareholders and create two focused public companies positioned for long-term

growth.”

About

Blue Water Acquisition Corp. IV

Blue

Water Acquisition Corp. IV is a special purpose acquisition company, or SPAC, formed for the purpose of effecting a merger, share exchange,

asset acquisition, share purchase, recapitalization, reorganization or other similar acquisition with one or more businesses. While the

Company may pursue an acquisition opportunity in any business, industry, sector or geographical location, it intends to focus on partnering

with high-quality businesses across technology, energy, and financial services.

About

Maha Capital AB

Maha

Capital AB is a Stockholm-based publicly listed company with a diversified portfolio of energy-related assets and financial technology

operations.

Definitive

Documentation

The

parties will announce additional details regarding the proposed acquisition if and when a definitive agreement is executed. No assurances

can be provided as to the entry into or timing of any definitive agreement or the consummation of any transaction. Any transaction would

be subject to the completion of satisfactory due diligence, the negotiation of a definitive agreement and related ancillary agreements

providing for the proposed acquisition, satisfaction of the conditions negotiated therein, board and shareholder approvals, regulatory

approvals and other customary conditions.

Additional

Information and Where to Find It

a definitive agreement is entered into in connection with the proposed acquisition, the Company or a newly formed holding company will

prepare and file a proxy statement/prospectus with the U.S. Securities and Exchange Commission (the “SEC”). The Company urges

investors and securityholders to read the proxy statement/prospectus and other documents filed with the SEC when they become available,

as they will contain important information regarding the proposed acquisition. The proxy statement/prospectus will be distributed to

the Company’s public shareholders in connection with the Company’s solicitation of proxies for the vote by its shareholders

with respect to the proposed acquisition and other matters as will described therein. All SEC filings will be available free of charge

at www.sec.gov.

Participants

in the Solicitation

BWIV,

Maha, and their respective directors, officers, and employees may be deemed participants under SEC rules in the solicitation of proxies

in connection with the proposed acquisition. Information about BWIV’s directors and officers is available in BWIV’s SEC filings.

Additional

details regarding the interests of persons involved in the proposed acquisition will be included in the proxy statement/prospectus when

it becomes available.

Forward

Looking Statements

All

information in this press release concerning Maha has been provided solely by Maha and has not been independently verified by BWIV, which

makes no representation or warranty as to the accuracy or completeness of such information and assumes no obligation to update the information

in this press release, except as required by law. This press release includes “ forward-looking statements” with respect

to BWIV and Maha. The expectations, estimates, and projections of the businesses of Maha and BWIV may differ from their actual results,

and consequently, you should not rely on these forward-looking statements as predictions of future events. Words such as “expect,”

“estimate,” “project,” “budget,” “forecast,” “anticipate,” “intend,”

“plan,” “may,” “will,” “could,” “should,” “believes,” “predicts,”“potential,”

“continue,” and similar expressions are intended to identify such forward-looking statements. These forward-looking statements

include, without limitation, expectations with respect to the execution and delivery of a definitive agreement with respect to the proposed

acquisition, future performance and anticipated financial impacts of the proposed acquisition, the satisfaction of the closing conditions

to the proposed acquisition, and the timing of the completion of the proposed acquisition. These forward-looking statements involve significant

risks and uncertainties that could cause the actual results to differ materially from the expected results. Most of these factors are

outside of the control of BWIV and Maha and are difficult to predict. Factors that may cause such differences include, but are not limited

to: (1) the occurrence of any event, change or other circumstances that could give rise to the termination of the negotiations and any

subsequent definitive agreements with respect to the proposed acquisition, and the possibility that the terms and conditions set forth

in any definitive agreements with respect to the proposed acquisition may differ materially from the terms and conditions set forth in

the letter of intent; (2) the outcome of any legal proceedings that may be instituted against the parties following the announcement

of the proposed acquisition and any definitive agreements with respect thereto; (3) the inability to complete the proposed acquisition,

including due to failure to obtain approval of the shareholders of BWIV and Maha or other conditions to closing; (4) the inability to

obtain or maintain the listing of the Company’s securities on the New York Stock Exchange, The Nasdaq Stock Market LLC, or another

national securities exchange following the proposed acquisition; (5) the risk that the proposed acquisition disrupts current plans and

operations as a result of the announcement and consummation of the proposed acquisition; (6) the ability to recognize the anticipated

benefits of the proposed acquisition, which may be affected by, among other things, competition, the ability of the Company to grow and

manage growth profitably and retain its key employees; (7) costs related to the proposed acquisition; (8) changes in applicable laws

or regulations; (9) risks related to Maha’s business, competition within the industry, the risks inherent in development projects

and exploration activities, potential delays or cost overruns in capital expenditures, the ability to secure necessary raw materials,

compliance with regulatory requirements, environmental and safety obligations, economic and market conditions, and political or geopolitical

developments; and (10) other risks and uncertainties included in documents filed or to be filed with the SEC by BWIV, Maha and the Company.

The foregoing list of factors is not exclusive.You should not place undue reliance upon any forward-looking statements, which speak only

as of the date made. BWIV and Maha do not undertake or accept any obligation or undertaking to release publicly any updates or revisions

to any forward-looking statements to reflect any change in their expectations or any change in events, conditions, or circumstances upon

which any such statement is based, except as required by law. Past performance by BWIV and Maha is not a guarantee of future performance.

Therefore, you should not place undue reliance on the historical record of the performance of BWIV and Maha as indicative of future performance

of an investment or the returns that BWIV and Maha will, or are likely to, generate going forward.

Offer or Solicitation

This

press release shall not constitute a solicitation of a proxy, consent, or authorization with respect to any securities or in respect

of the proposed acquisition. This press release shall not constitute an offer to sell or the solicitation of an offer to buy any securities,

nor shall there be any sale of securities in any jurisdiction where such offer, solicitation, or sale would be unlawful under the securities

laws of any such jurisdiction.

Contact:

Stephanie

Mercier

stephaniem@bluewaterventurepartners.net

SOURCE

Blue Water Acquisition Corp. IV

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Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as written communications pursuant to Rule 425 under the Securities Act.

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