Celestial Announces Proposed RTO of Nokia’s Space Communications Business Unit and US$40-Million Financing

On April 16, 2026, Celestial Acquisition Corp. (TSXV: CES.P), a space technology-focused capital pool company, announced that it had entered into a definitive agreement in respect of a proposed qualifying transaction (the “Transaction”) involving the spin-out acquisition of Nokia’s Space Communication Solutions business, to operate as “Modul8 Corporation” following closing.

The Transaction is expected to be completed by way of a reverse takeover of Celestial and will include the acquisition of certain intellectual property, operating assets and business operations from Nokia group entities, positioning Modul8 as an independent, publicly listed space communications platform.

In connection with the Transaction, Scotia Capital Inc. (Scotiabank) has been engaged  as lead agent, on behalf of a syndicate of agents, to undertake a brokered financing of subscription receipts for gross proceeds of US$40 million.

The Transaction remains subject to customary closing conditions, including regulatory and TSX Venture Exchange approvals, completion of the financing and shareholder approvals, where required.

Aird & Berlis is representing Celestial Acquisition Corp. with a team led by Marek Lorenc (Space Tech/Capital Markets) and including Danny Kharazmi, Meredith McCann and Ali Kwinter (Capital Markets) and Donald Johnston (Corporate/Technology).