{"filing":{"accession_number":"0001829126-26-009347","cik":"0002000775","ticker":"BKHAU","company_name":"Black Hawk Acquisition Corp","form":"8-K","filing_date":"2026-08-26","report_date":"2026-08-21","primary_document":"blackhawkacq_8k.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/2000775/000182912626009347/blackhawkacq_8k.htm"},"events":[{"id":29693,"run_id":27205,"accession_number":"0001829126-26-009347","anchor_item_number":"1.01","event_type":"debt_issuance","event_domain":"financial","is_material":true,"confidence":0.85,"summary":"Black Hawk Acquisition Corp issued a convertible promissory note with a principal amount of up to $300,000 to its Sponsor on August 21, 2026, bearing 10% annual interest with repayment triggered by a DeSPAC transaction or liquidation. The note is convertible into equity at $1.00 per share and was issued to fund working capital for the SPAC in its pre-combination phase.","company_name":"Black Hawk Acquisition Corp","ticker":"BKHAU","filing_date":"2026-08-26","form":"8-K","submitted_at":null,"items":[{"id":32069,"accession_number":"0001829126-26-009347","item_number":"1.01","item_title":"Entry Into a Material Definitive","event_type":"debt_issuance","event_domain":"financial","is_material":true,"confidence":0.85,"reasoning":"Black Hawk Acquisition Corp issued a convertible promissory note with a principal amount of up to $300,000 to its Sponsor on August 21, 2026. This creates a new direct financial obligation bearing 10% annual interest, with repayment triggered by either a DeSPAC transaction or liquidation. Although the note is convertible into equity at $1.00 per share, the primary event is the creation of debt financing, making debt_issuance the most appropriate classification. The materiality is clear given the $300,000 principal amount and the note's role in funding working capital for a SPAC in its pre-combination phase.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-26T17:43:41.585934+00:00","company_name":"","ticker":null,"filing_date":""},{"id":32070,"accession_number":"0001829126-26-009347","item_number":"2.03","item_title":"Creation of a Direct Financial Obligation","event_type":"debt_issuance","event_domain":"financial","is_material":true,"confidence":0.75,"reasoning":"Item 2.03 is the standard disclosure location for creation of direct financial obligations such as debt issuance. The filing incorporates by reference Item 1.01 (Business Combinations), suggesting this debt obligation arose in connection with an M\u0026A transaction. The materiality of a new direct financial obligation to a SPAC (Black Hawk Acquisition Corp) in a business combination context warrants classification as debt_issuance, though the specific details are not provided in this excerpt.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-26T17:43:41.585934+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":29694,"run_id":27205,"accession_number":"0001829126-26-009347","anchor_item_number":"3.02","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.85,"summary":"Black Hawk Acquisition Corp issued an unregistered convertible note that may be converted into shares of common stock upon closing of a DeSPAC transaction, relying on Section 4(a)(2) exemption. This dilutive issuance materially affects shareholder ownership and capital structure.","company_name":"Black Hawk Acquisition Corp","ticker":"BKHAU","filing_date":"2026-08-26","form":"8-K","submitted_at":null,"items":[{"id":32071,"accession_number":"0001829126-26-009347","item_number":"3.02","item_title":"Unregistered Sales of Equity Securities.","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.85,"reasoning":"The filing discloses an unregistered sale of equity securities under Item 3.02, specifically a convertible note that may be converted into shares of common stock upon closing of a DeSPAC Transaction, relying on Section 4(a)(2) exemption. This is a classic dilutive issuance structure common in SPAC transactions where equity securities are issued without public registration, materially affecting shareholder ownership and capital structure.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-26T17:43:41.585934+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":32069,"accession_number":"0001829126-26-009347","item_number":"1.01","item_title":"Entry Into a Material Definitive","event_type":"debt_issuance","event_domain":"financial","is_material":true,"confidence":0.85,"reasoning":"Black Hawk Acquisition Corp issued a convertible promissory note with a principal amount of up to $300,000 to its Sponsor on August 21, 2026. This creates a new direct financial obligation bearing 10% annual interest, with repayment triggered by either a DeSPAC transaction or liquidation. Although the note is convertible into equity at $1.00 per share, the primary event is the creation of debt financing, making debt_issuance the most appropriate classification. The materiality is clear given the $300,000 principal amount and the note's role in funding working capital for a SPAC in its pre-combination phase.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-26T17:43:41.585934+00:00","company_name":"Black Hawk Acquisition Corp","ticker":"BKHAU","filing_date":"2026-08-26"},{"id":32070,"accession_number":"0001829126-26-009347","item_number":"2.03","item_title":"Creation of a Direct Financial Obligation","event_type":"debt_issuance","event_domain":"financial","is_material":true,"confidence":0.75,"reasoning":"Item 2.03 is the standard disclosure location for creation of direct financial obligations such as debt issuance. The filing incorporates by reference Item 1.01 (Business Combinations), suggesting this debt obligation arose in connection with an M\u0026A transaction. The materiality of a new direct financial obligation to a SPAC (Black Hawk Acquisition Corp) in a business combination context warrants classification as debt_issuance, though the specific details are not provided in this excerpt.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-26T17:43:41.585934+00:00","company_name":"Black Hawk Acquisition Corp","ticker":"BKHAU","filing_date":"2026-08-26"},{"id":32071,"accession_number":"0001829126-26-009347","item_number":"3.02","item_title":"Unregistered Sales of Equity Securities.","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.85,"reasoning":"The filing discloses an unregistered sale of equity securities under Item 3.02, specifically a convertible note that may be converted into shares of common stock upon closing of a DeSPAC Transaction, relying on Section 4(a)(2) exemption. This is a classic dilutive issuance structure common in SPAC transactions where equity securities are issued without public registration, materially affecting shareholder ownership and capital structure.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-26T17:43:41.585934+00:00","company_name":"Black Hawk Acquisition Corp","ticker":"BKHAU","filing_date":"2026-08-26"}]}