The renamed Aeternum Health enters its new life with one employee, a going-concern warning and a balance sheet funded almost entirely by its new controlling shareholder’s interest-free loans.

July 8, 2026

Shorepower Technologies has completed its reverse merger with Aeternum Health LLC, handing control of the OTC-quoted company to ASP Isotopes chairman and chief executive Paul Mann and setting the renamed Aeternum Health, Inc. on an unusual dual course: mining critical minerals abroad while developing longevity and anti-aging therapies at home.

The merger, agreed in February and consummated June 30, transforms what had been a small transportation-electrification business into a vehicle for two of the market’s most speculative themes. Under the merger terms, Shorepower issued Mann, the sole member of Aeternum Health LLC, 49 million shares of common stock representing 51 percent of the company, along with 2 million shares of Series B preferred stock that each carry the voting power of 40 common shares. The super-voting preferred gives Mann effective control well beyond his common equity stake.

In exchange, all of the LLC’s assets transfer to the surviving company. Those assets are described as consisting of at least $1.5 million in value, comprising secured sources of critical minerals and/or know-how and data from a single patient relating to a novel peptide mix in development for longevity applications, together with any resulting intellectual property, plus a minimum of $300,000 in cash. Notably, the LLC — formed in October 2025 specifically in anticipation of this transaction — was still in the process of acquiring those assets at closing.

Leadership and Control Change Hands

Jeff Kim, Shorepower’s president and chief executive, resigned from all positions and appointed Mann as president, chief executive and sole director. Kim, who remains the company’s second-largest holder at roughly 21 percent of the common stock, waived $506,668 in accrued salary in connection with the closing. Mann now also serves as chief financial officer, and the board — authorized for five seats — has a single occupant with no independent members.

Mann arrives with a substantial resume in healthcare finance and early-stage company formation. He co-founded ASP Isotopes, the Nasdaq-listed isotope enrichment company, in September 2021 and has led it since. His earlier career spans healthcare investing roles at Soros Fund Management, Highbridge Capital and DSAM Partners, a stint as chief financial officer of PolarityTE, and 11 years as a sell-side analyst at Morgan Stanley and Deutsche Bank. He began his career as a research scientist at Procter and Gamble and holds engineering and natural sciences degrees from Cambridge.

A Two-Track Strategy

The new business plan has two legs. On the minerals side, Aeternum intends to develop natural resources in Africa focused on critical minerals for which the United States relies heavily on imports from unfriendly jurisdictions, with final processing refineries and smelters to be built domestically. The company points to potential support from federal programs, including the Defense Production Act Title III, the Department of Energy Loan Programs Office and the Export-Import Bank’s China and Transformational Exports Program, which offers longer-duration, lower-cost financing for projects that reduce dependence on Chinese supply chains.

The second leg contemplates services and products aimed at extending longevity and optimizing health, including peptide-based therapies that would face standard FDA drug or biologic approval pathways. The company acknowledges its cell therapy candidates would likely require approval under a new drug application or biologics license application — a process it concedes is lengthy, expensive and uncertain, particularly as workforce reductions at the FDA create additional unpredictability.

The legacy Shorepower business, which designed and operated transportation electrification equipment for truck stops, electric transport refrigeration units and electric-vehicle supply equipment, is slated to be spun out.

Share Structure and Pre-Closing Housekeeping

The corporate mechanics were largely completed in advance. FINRA announced the name change and the new AETN trading symbol on March 3, and authorized common shares were increased from 100 million to 250 million to accommodate the new business plan. Following the closing, the company has 96,105,204 common shares outstanding alongside the 2 million Series B preferred shares.

In the months before closing, Shorepower also completed a series of small unregistered share sales, selling blocks of stock to Kim, EROP Enterprises and a third party for modest cash amounts to cover expenses, and issued 1 million shares to OpConnect Inc. for charging-station software — transactions that padded the share count ahead of the merger math.

A Thin Financial Foundation

The financial foundation, however, is thin even by shell-transaction standards. Aeternum Health LLC generated no revenue from inception through March 31, held $2,000 in cash at that date, and carried an accumulated deficit of $70,348. Its auditor issued a going-concern qualification, and the disclosure repeats substantial doubt about the combined company’s ability to continue operating for the next twelve months. The LLC has been funded almost entirely by Mann himself through a series of interest-free related-party promissory notes, including four notes issued between April 20 and May 21 of this year. Mann also draws $10,000 per month under a consulting agreement with the LLC that runs through 2027, with unpaid amounts rolled into the related-party notes. Related-party funding is not new to the shell either: Kim had extended Shorepower a series of promissory notes dating to 2022, portions of which he previously forgave.

Management pegs short-term liquidity needs at approximately $5 million to develop critical minerals infrastructure and longevity solutions, and plans to raise equity through a private placement while adding employees, including salespeople. The company currently has one full-time employee. Common shares remain subject to penny stock rules, which the company acknowledges limit broker-dealer participation and could complicate future capital raising, and no securities analysts currently cover the company.

The Open Question

The transaction fits a familiar template in the OTC market: an operating shell with a clean reporting history absorbed by a sponsor with a new story, super-voting preferred to lock in control, and a capital raise to follow. What distinguishes this one is the sponsor’s profile. Mann’s track record includes taking ASP Isotopes public and building it into a Nasdaq company, and his stated intent to pursue federal critical-minerals funding channels suggests a more institutional ambition than the typical shell revival. Whether a company with one employee, nominal cash and a going-concern flag can execute simultaneously in African mining and FDA-regulated longevity therapeutics is the open question investors will weigh as the promised private placement comes to market.