AGAC SEC filings, in plain English
Everything African Gold Acquisition Corp has filed with the SEC that we hold — 40 filings, newest first, 3 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: Items 3.01, 5.02 and 8.01: On August 23, 2023 the NYSE notified African Gold Acquisition Corporation that it had determined to commence proceedings to delist its units ('AGAC.U') and Class A ordinary shares ('AGAC'), and TRADING WAS SUSPENDED IMMEDIATELY, because the company could not file four Forms 10-Q and its Form 10-K for fiscal 2022 by August 22, 2023, the maximum allowed under Section 802.01E. The company does not intend to appeal. Directors Bradley Doig, Koosum Kalyan and Zolani Kgosietsile Matthews resigned effective August 1 and 2, 2023. Why it matters: The vehicle is ending: the company states it intends to liquidate the trust account and wind down, expects to redeem all public shares on or about September 11, 2023, and anticipates the last day of trading on the over-the-counter markets on or about September 8, 2023. No per-share redemption amount is stated. The board departures — three directors in two days, stated as not arising from any disagreement — came three weeks after the chief financial officer resigned on June 16, 2023.
What changed: Item 5.02(b): African Gold Acquisition Corporation reports that on June 16, 2023 Carl Pombar resigned as Chief Financial Officer, including as principal financial and accounting officer, effective immediately. The report gives no reason for the resignation, names no successor or interim appointee, and contains no other item; the body runs to roughly 3,400 characters including the signature block, which is signed by Chief Executive Officer Christopher Chadwick. Why it matters: The officer responsible for financial reporting has left a registrant that is delinquent on two Forms 10-Q and a Form 10-K, is on the NYSE 'late filer' list, and has until August 22, 2023 before the exchange begins suspension and delisting procedures. The filing names no replacement, and the standard Item 5.02 language stating a departure was not the result of a disagreement does not appear here.
What changed: Item 8.01: African Gold Acquisition reports that on April 20, 2023 it asked the NYSE for an extension under the late-filer rules of Section 802.01E for its overdue Forms 10-Q for the quarters ended June 30 and September 30, 2022 and its Form 10-K for the year ended December 31, 2022. On May 2, 2023 the NYSE Listings Operations Committee approved an additional trading period through August 22, 2023, subject to ongoing reassessment. The filing states the company remains on the NYSE 'late filers' list and keeps the 'LF' indicator until it is current. Why it matters: The company is delinquent on three periodic reports at once, and the relief is conditional in two ways it states explicitly: failure to hit the interim milestones in its request letter could bring an ACCELERATED trading suspension before August 22, 2023, and if the delayed filings are not made by that date — described as the end of the maximum 12-month cure period — the NYSE will begin suspension and delisting procedures.
- What changed vs 2021-11-22trust $414.0M → $414.1M +0%going concern APPEARED
trust account, going-concern doubt, sponsor loans outstanding +12 moved · 2 with no prior record of ours
- Trust account
- $414.0M$414.1M
- Going-concern doubt
- not statedstated
- Sponsor loans outstanding
- not previously extracted$178K
- Redeemable shares
- 41.4M · unchanged
SpacBrain reads this as $48,111 was added to the trust between the two filings.
The clause …“794,274 933,241 Prepaid expenses, non-current - 60,769 Marketable securities held in Trust Account 414,075,957 414,036,593 Total Assets $ 414,870,231 $ 415,030,603 Liabilities, Redeemable Class A Ordinary Shares and Shareholders’”…
SpacBrain reads this as the substantial-doubt sentence is in this filing and not in the previous one.
The clause “14-15, “Disclosures of Uncertainties about an Entity’s Ability to Continue as a Going Concern,” management determined that the liquidity condition and date for mandatory liquidation and dissolution raise substantial doubt about the”…
The clause …“at the earlier of December 31, 2021 or the closing of the IPO. The Company borrowed $ 178,488 under the promissory notes and was totally repaid upon completion of the IPO out of the $ 1,000,000 of offering proceeds that has been”…
The clause …“in Rule 12b-2 of the Exchange Act). Yes ☒ No ☐ As of May 10, 2022 there were 41,400,000 Class A ordinary shares subject to possible redemption, par value $0.0001 per share, and 10,350,000 Class B ordinary shares, par value $0.0001 per”…
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.