ADOC SEC filings, in plain English
Everything Edoc Acquisition Corp. has filed with the SEC that we hold — 40 filings, newest first, 2 with a plain-English summary of what changed and why it matters. Every row links to the primary document on EDGAR, so you can check the source rather than trust us.
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What changed: EDOC Acquisition Corp. issued definitive merger materials for an extraordinary general meeting on the business combination with Australian Oilseeds Investments Pty Ltd. under the Business Combination Agreement dated December 5, 2022, as amended on March 31, 2023 and December 7, 2023. EDOC merges into AOI Merger Sub and survives as a subsidiary of Australian Oilseeds Holdings Limited (Pubco), each EDOC security converting into a substantially identical Pubco security, and Pubco acquires all of AOI's ordinary shares from the Sellers for Pubco shares. Why it matters: The Exchange Consideration is $190,000,000 adjusted for AOI's net working capital against a $4,000,000 target, its indebtedness net of cash, and unpaid transaction expenses, with each Pubco share valued at $10.00 — so the share count is not final at the vote and is trued up after closing. Exchange Shares equal to 15% of the estimated consideration go into escrow for 12 months as the sole and exclusive source for the price adjustment and post-closing indemnity claims. Assuming no redemptions, EDOC's public shareholders would own about 7.23% of Pubco against 78.5% for AOI's shareholders.
outside date, minimum cash condition, pipe1 moved · 2 with no prior record of ours
- Outside date
- 2022-08-022024-03-31
- Minimum cash condition
- not previously extracted$10.0M
- PIPE
- not previously extracted$7.0M
SpacBrain reads this as 607 days later than the previous record.
The clause …“terms and conditions set forth herein, to, among other matters, extend the Outside Date of the Business Combination Agreement to March 31, 2024. NOW, THEREFORE , in consideration of the foregoing and for other good and valuable”…
SpacBrain reads this as the min-cash condition binds at $10,000,000.
The clause …“to the closing of the Business Combination to add the Minimum Cash Condition of $10,000,000, which Minimum Cash Condition was waived upon mutual agreement of Pubco and EDOC pursuant to the Minimum Cash Condition Waiver effective as of”…
The clause …“from Arena on January 18, 2023, Arena and AOI entered into a term sheet for $7,000,000 of PIPE financing with 25% warrant coverage and the commitment to enter into a $50 million ELOC on June 12, 2023 (the “ Arena Term Sheet ”).”…
Read from stored SEC filing text by a regex — no model is involved — and each side links to the filing it came from. “Not previously extracted” is a statement about our record, not about the company: the clause may be present in wording we do not match.
outside date1 moved
- Outside date
- 2023-08-122024-03-31
SpacBrain reads this as 232 days later than the previous record.
The clause …“to which the Business Combination Agreement was amended to extend the Outside Date (as defined in the Business Combination) to March 31, 2024. The foregoing description of the Second Amendment does not purport to be complete and”…
Read from stored SEC filing text by a regex — no model is involved — and each side links to the filing it came from. “Not previously extracted” is a statement about our record, not about the company: the clause may be present in wording we do not match.
outside datenothing moved · 1 with no prior record of ours
- Outside date
- 2024-03-31 · unchanged
The clause …“to which the Business Combination Agreement was amended to extend the Outside Date (as defined in the Business Combination) to March 31, 2024. The foregoing description of the Second Amendment does not purport to be complete and”…
Read from stored SEC filing text by a regex — no model is involved — and each side links to the filing it came from. “Not previously extracted” is a statement about our record, not about the company: the clause may be present in wording we do not match.
- What changed vs 2023-08-08trust $9.5M → $9.5M -0%deadline 2023-08-12 → 2024-05-12shares 854K → 833K -3%
trust account, combination deadline, redeemable shares +23 moved · 2 with no prior record of ours
- Trust account
- $9.5M$9.5M
- Combination deadline
- 2023-08-122024-05-12
- Redeemable shares
- 854K833K
- Going-concern doubt
- stated · unchanged
- Mandate language
- the Company intends to focus on businesses primarily operati… · unchanged
SpacBrain reads this as $22,760 left the trust between the two filings.
The clause “29,403 72,386 Total current assets 41,215 86,112 Cash and marketable securities held in Trust Account 9,494,965 21,319,155 Total Assets $ 9,536,180 $ 21,405,267 Liabilities, Class A Ordinary Shares Subject to Possible Redemption, and”…
SpacBrain reads this as 274 days later than the previous record.
The clause …“to raise additional funds to alleviate liquidity needs as well as complete a Business Combination by May 12, 2024 then the Company will cease all operations except for the purpose of liquidating. The liquidity condition and the date”…
SpacBrain reads this as 21,501 shares are no longer redeemable.
The clause …“at September 30, 2023 and December 31, 2022, respectively (excluding 832,877 and 2,026,625 shares subject to possible redemption at September 30, 2023 and December 31, 2022, respectively) 280 55 Class B ordinary shares, $”…
The clause …“and the date for mandatory liquidation and subsequent dissolution raise substantial doubt about the Company’s ability to continue as a going concern one year from the date that these financial statements are issued. The Company”…
Read from stored SEC filing text by a regex — no model is involved — and each side links to the filing it came from. “Not previously extracted” is a statement about our record, not about the company: the clause may be present in wording we do not match.
What changed: Edoc Acquisition Corp. called an EGM in lieu of an annual meeting for November 6, 2023 at 10 a.m. ET to extend by special resolution the date to complete a business combination from November 12, 2023 to May 12, 2024, with the resolution expressly invalid if, after taking redemptions into account, NTA immediately before the vote are less than US$5,000,001. Auditor ratification is also on the agenda. Why it matters: Unlike most extension votes, this one keeps the $5,000,001 net tangible asset condition rather than removing it, so heavy redemptions would invalidate the extension itself and send the vehicle to liquidation at trust value. That is a genuine protection for holders. The financing behind the Australian Oilseeds deal is $7,000,000 of redeemable debentures and warrants from Arena, a structure that ranks ahead of common equity and typically converts at a discount, so public holders who roll into Pubco sit behind that instrument from day one.
What changed vs 2023-07-27deadline 2023-11-12 → 2024-05-12combination deadline, trust account1 moved · 1 with no prior record of ours
- Combination deadline
- 2023-11-122024-05-12
- Trust account
- $9.6Mnot matched in this filing
SpacBrain reads this as 182 days later than the previous record.
The clause …“whole or in part). 49.7 In the event that the Company does not consummate a Business Combination on or before May 12, 2024 (or such earlier date as may be determined by the Directors), or such later time as the Members may approve in”…
Read from stored SEC filing text by a regex — no model is involved — and each side links to the filing it came from. “Not previously extracted” is a statement about our record, not about the company: the clause may be present in wording we do not match.
In plain English
Redemption deadlinethe last day to hand shares back for cash
Set by the filing that calls the meeting. Tender after it and the company is under no obligation to pay you the trust value.
Cash in trust / trust per sharethe cash the company is holding for each public share
Filed quarterly in the 10-Q's XBRL. It earns interest between filings, so the figure on a given day is slightly higher than the last filed one — where we show that we label it an estimate.
Accession numberthe SEC's unique id for one filing
Every figure on this page carries the accession of the filing that states it, so you can open the primary document rather than trust us.