ARYD SEC filings, in plain English
Everything ARYA Sciences Acquisition Corp IV has filed with the SEC that we hold — 40 filings, newest first, 1 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: ARYA Sciences Acquisition Corp IV filed its merger proxy for the business combination with Adagio under an agreement dated February 13, 2024, amended June 25, 2024. The Perceptive PIPE Investor will contribute $15,000,000 of Adagio convertible notes purchased under an April 4, 2023 note purchase agreement plus an $8,000,000 convertible note. The PIPE financing totals $55,600,000, including $2,500,000 of open-market Class A purchases valued at about $2,542,710 on July 8, 2024 at a redemption value of roughly $11.54 per share, producing about 405,086 shares and 343,070 base warrants. Why it matters: The disclosed redemption value of approximately $11.54 per Class A ordinary share as of July 8, 2024 sets the trust floor a holder gives up by rolling into the deal. The financing structure is the risk: $55.6 million of PIPE includes $23 million contributed as existing convertible notes rather than new cash, so the actual money arriving at closing is materially less than the headline. Non-redemption commitments from PIPE investors who bought in the open market are a standard device to keep trust cash in the deal, and they signal the sponsor expected heavy redemptions.
minimum cash conditionnothing moved · 1 with no prior record of ours
- Minimum cash condition
- not previously extracted$50.0M
SpacBrain reads this as the min-cash condition binds at $50,000,000.
The clause …“capitalization of ListCo as of the Closing; (e) the removal of a minimum cash condition, and inclusion of a minimum gross financing proceeds condition of $50 million; (f) each of the Sponsor and Adagio being entitled to”…
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 2023-11-09trust $39.6M → $37.1M -6%deadline 2023-12-02 → 2024-04-02sponsor loan $900K → $1.0Mshares 3.69M → 3.30M -11%
trust account, combination deadline, sponsor loans outstanding +24 moved · 1 with no prior record of ours
- Trust account
- $39.6M$37.1M
- Combination deadline
- 2023-12-022024-04-02
- Sponsor loans outstanding
- $900K$1.0M
- Redeemable shares
- 3.69M3.30M
- Going-concern doubt
- stated · unchanged
SpacBrain reads this as $2,510,926 left the trust between the two filings.
The clause “20,191 Prepaid expenses 53,399 56,547 Total current assets 140,904 76,738 Cash held in Trust Account 37,119,896 40,575,949 Total Assets $ 37,260,800 $ 40,652,687 Liabilities and Shareholders’ Deficit Current liabilities: Accounts payable”…
SpacBrain reads this as 122 days later than the previous record.
The clause …“the Termination Date from March 2, 2024 (the “Previous Termination Date”) to April 2, 2024 (the “Articles Extension Date”) and to allow the Company, without another shareholder vote, to elect to extend the Termination Date to”…
SpacBrain reads this as the sponsor has advanced $100,000 more.
The clause …“(the “Fourth Convertible Promissory Note”), pursuant to which the Company may borrow $ 1,000,000 from the Sponsor for general corporate purposes and to fund the monthly deposits required to be made into the Trust Account in order to”…
SpacBrain reads this as 390,815 shares are no longer redeemable.
The clause …“Commitments and Contingencies Class A ordinary shares, $ 0.0001 par value; 3,300,016 and 3,690,831 shares subject to possible redemption at approximately $ 11.22 and $ 10.97 per share as of March 31, 2024 and December 31, 2023 ,”…
The clause …“and subsequent dissolution. In connection with the Company’s assessment of going concern considerations in accordance with FASB ASC Topic 205-40, “Basis of Presentation - Going Concern,” management has determined that the working”…
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 2023-04-06trust $151.6M → $40.6M -73%deadline 2023-06-02 → 2024-04-02sponsor loan $120K → $1.0Mshares 14.9M → 3.69M -75%
trust account, combination deadline, sponsor loans outstanding +24 moved · 1 with no prior record of ours
- Trust account
- $151.6M$40.6M
- Combination deadline
- 2023-06-022024-04-02
- Sponsor loans outstanding
- $120K$1.0M
- Redeemable shares
- 14.9M3.69M
- Going-concern doubt
- stated · unchanged
SpacBrain reads this as $111,052,945 left the trust between the two filings.
The clause …“56,547 55,400 Total current assets 76,738 146,449 Cash and investments held in Trust Account 40,575,949 151,628,894 Total Assets $ 40,652,687 $ 151,775,343 Liabilities and Shareholders’ Deficit Current liabilities: Accounts”…
SpacBrain reads this as 305 days later than the previous record.
The clause …“unable to raise additional funds to alleviate liquidity needs and complete a business combination by April 2, 2024 then the Company will cease all operations except for the purpose of liquidating. The liquidity condition and date for”…
SpacBrain reads this as the sponsor has advanced $880,000 more.
The clause …“the Sponsor (the “Fourth Promissory Note”), pursuant to which the Company may borrow $1,000,000 from the Sponsor for general corporate purposes and to fund the monthly deposits required to be made into the Trust Account in order to”…
SpacBrain reads this as 11,259,169 shares are no longer redeemable.
The clause …“of uncertain future events. Accordingly, as of December 31, 2023 and 2022, 3,690,831 and 14,950,000 Class A ordinary shares subject to possible redemption are presented at redemption value as temporary equity, outside of the”…
The clause …“included in this Report contains an explanatory paragraph that expresses substantial doubt about our ability to continue as a “going concern.” Of the funds available to us, we expect to use a portion of the funds available to us to”…
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.