Avalon Acquisition Inc.
AVAC · Nasdaq
NO ACTION REQUIRED
Nothing left to do
The purchase completed and the shares became shares in the company it bought. There is no deadline left to miss.
Cash at settlement
No cash-per-share figure was filed for this vehicle before it finished.
Last close
Daily close
No price history on file yet — daily closes accumulate from the market data feed.
Trust settled · There is no line to draw here. This vehicle has finished: the cash was paid back or spent closing the deal, so the last filed figure describes an account that no longer exists and would be a floor under nothing.
SpacBrain’s read
Trust settled
The deal closed — SPAC shares became the target's shares, so there is no trust left to redeem (nobody missed a window; holders who wanted cash elected it at the vote).
In plain terms
- What it is
- A SPAC from AVALON ACQUISITION HOLDINGS LLC, listed on Nasdaq in October 2021.
- What it's doing now
- It agreed to buy Beneficient Merger Sub II, LLC, an alternative asset liquidity solutions platform company. That purchase completed, and it stopped being a SPAC — the shares became shares in the business it bought.
- What you should know
- This SPAC has finished. The purchase completed, and the shares became shares in the company it bought — anyone who wanted the cash instead asked for it at the vote, so there is no cash left here to claim and no deadline left to miss.
At a glance
- Where it stands
- Closed (deSPAC)
- The business it bought
- Beneficient Merger Sub II, LLC — The Beneficient Company Group, L.P.
- Industry
- Financials — alternative asset liquidity solutions platform
- Deal value
- not stated in the filings we hold
- Price vs cash at settlement
- no live price on file
- Cash in trust when it settled
- not yet extracted into a snapshot — the filings below may state it
- the last trust total filed while this was still a SPAC — the account has since been paid out or used to close the deal
- IPO
- 7 October 2021
- size not on file · 101.5% of each $10 unit into trust
- Headquarters
- 325 N. SAINT PAUL STREET,, DALLAS, TX, 75201
- registered in Delaware
- Lead underwriter
- not extracted from the prospectus yet
- Key officers
- PUTNAM DONALD H (Director) · Bohart Stuart H (Director) · GLUCKSTERN STEVEN M (Director)
- Listed securities
- AVAC common
This vehicle has finished, so there is no window to file a cash-per-share figure for and none will follow. No estimate is shown in its place.
Nothing dated is on file. That is an absence in the record, not a statement that nothing is coming.
Yield to redemption
Nothing left to redeem — no yield to compute.
This SPAC has finished — its trust was paid back or used to close the deal, so there is nothing left to redeem and no yield to compute. A yield to redemption is a claim that you can hand these shares back for the trust cash. That account is closed, so this page will not print a number here.
What happened to the cash
The reasoning behind the verdict above, in the order the filings establish it.
- The deal closed — SPAC shares became the target's shares, so there is no trust left to redeem (nobody missed a window; holders who wanted cash elected it at the vote).
What has happened, and what is coming
1 dated milestoneEvery dated step from the day it listed to the next date you may have to act on. Where you have to do something, the day your broker needs the instruction is marked too.
- 7 October 2021IPOpassed
IPO size not on file
The deal
terms as filedWhat it is buying, on what terms, and how much of the combined company new shares take from you.
- closedFinancials
The score
deterministic, from filed fieldsAVAC is not in the scored universe, so no score is shown. A withheld score is a fact about the record, not a verdict about the company.
The score is only published for names that carry both a price and a filed cash-per-share figure — 292 of the tracked fleet today. The rest keep an empty dial rather than a modelled one, and fill in by themselves as the fields land.
The company
from SEC filingsRead the full profile
Avalon Acquisition Inc. (Nasdaq: AVAC) was a blank-check company whose IPO was priced on October 7, 2021, per a 424B prospectus. Each unit offered a warrant and a trust balance of $10.15 per unit. The company's common ticker, AVAC, appears on the cover page of an 8-K filed June 6, 2023. Avalon Acquisition Inc. completed a business combination and no longer files, with its closure established by a Form 25 filed June 8, 2023, under 17 CFR 240.12d2-2(a)(3), reflecting that its class A common stock, units, and warrants came to evidence other securities in substitution therefor.
Material findings
from the full read of every filingEvery document this company files gets read whole — body and exhibits. These are the ones the read flagged as material, newest first, each citing its filing.
Beneficient is issuing more preferred stock, 20,855,250 Series A convertible shares, than the 26,030,250 common shares registered for the SPAC side, so public holders who roll in sit beneath a large preferred layer from the first day. The adjournment mechanism concedes the two ways this deal can break: redemptions dropping net tangible assets below $5,000,001, or the Nasdaq listing condition failing. Both are driven by how many holders redeem, so each individual redemption decision raises the risk for those who stay.
Filings
live EDGAR feedEverything this company has filed with the SEC recently, newest first, each with a plain summary of what changed and why it matters.
Show the other 10 filings
- What changed vs 2022-11-10trust $211.3M → $216.3M +2%deadline 2023-01-08 → 2023-07-08
trust account, combination deadline, going-concern doubt +12 moved · 2 with no prior record of ours
- Trust account
- $211.3M$216.3M
- Combination deadline
- 2023-01-082023-07-08
- Going-concern doubt
- stated · unchanged
- Mandate language
- the Company intends to focus on businesses that are in the f… · unchanged
SpacBrain reads this as $5,053,256 was added to the trust between the two filings.
The clause …“expenses 204,209 225,192 Total current assets 316,370 548,717 Investments held in Trust Account 216,329,414 212,031,953 Total Assets $ 216,645,784 $ 212,580,670 Liabilities, Class A Common Stock Subject to Possible Redemption and”…
SpacBrain reads this as 181 days later than the previous record.
The clause …“enabled us to exercise its right to extend the Initial Combination Period to July 8, 2023 (the “Combination Period”). If we do not complete a Business Combination within the Combination Period, we will (i) cease all operations except”…
The clause “14-15, “Disclosures of Uncertainties about an Entity’s Ability to Continue as a Going Concern,” management has determined that the liquidity condition and date for mandatory liquidation and subsequent dissolution raise substantial doubt”…
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: Avalon Acquisition Inc. filed a proxy/prospectus covering 26,030,250 shares of Beneficient Class A common stock, 20,855,250 shares of Beneficient Series A convertible preferred stock, 15,525,000 redeemable public warrants and 8,100,000 redeemable private warrants. The transactions include converting BCG from a Delaware limited partnership into a Nevada corporation and merging a subsidiary into Avalon, with each Avalon Class A and Class B share converting into one share of Beneficient Class A common stock. Why it matters: Beneficient is issuing more preferred stock, 20,855,250 Series A convertible shares, than the 26,030,250 common shares registered for the SPAC side, so public holders who roll in sit beneath a large preferred layer from the first day. The adjournment mechanism concedes the two ways this deal can break: redemptions dropping net tangible assets below $5,000,001, or the Nasdaq listing condition failing. Both are driven by how many holders redeem, so each individual redemption decision raises the risk for those who stay.
The sponsor
The people who set this company up, what they have done before, and the advisers around the deal.
AVALON ACQUISITION HOLDINGS LLCnamed as sponsor in this SPAC’s filings — but with no researched track record behind it yet.
A missing score, not a score of zero — why
A Sponsor Score is only published once the sponsor’s prior vehicles have been verified on EDGAR and their post-close outcomes priced. That record does not exist for this sponsor yet, so no number and no tier is shown. That is a missing score, not a score of zero — and not a neutral 50 either.
Coverage so far: 301 of 1284 tracked SPACs (23%) are attached to a scored sponsor. This card fills in by itself as the research lands.
The record
The reference detail — how the shares were structured at listing, how thinly they trade, and where the company is registered.
Show the reference detail
Unit structure
Unit: U = S + W · 101.5% of the $10 unit
from 424B4 0001731122-21-001672
Trading & liquidity
Company profile
Directors & officers
- PUTNAM DONALD HDirector
- Bohart Stuart HDirector
- GLUCKSTERN STEVEN MDirector
- Cognetti Craig S.Chief Executive Officer
- Hsu Rei-Rung RachelChief Financial Officer
- Klinck John L. Jr.Director
- Griff JohnPresident
- Mangini Douglas C.Director
Institutional holders
from SC 13G/13DFunds that have declared a stake above 5%. Heavy ownership by arbitrage funds usually means heavy cash-outs at the next vote.
Show the declared stakes
5 filers with a stake on file · 0 re-affirmed in the last 12 months. A stake with no amendment since is the filer’s last word on it, not proof it is still held — and percentages filed in different years are percentages of different floats, because this vehicle’s share count collapses at every redemption.
- HIGHBRIDGE CAPITAL MANAGEMENT LLC6.4% · SC 13G/AJan 31, 2023 stale
- Lighthouse Investment Partners, LLCwith 7 other reporting persons on the same schedule5.1% · SC 13GFeb 14, 2023 stale
- MMCAP International Inc. SPCwith 1 other reporting person on the same schedule4.8% · SC 13G/AFeb 7, 2022 stale
- Saba Capital Management, L.P.with 1 other reporting person on the same schedule0.0% · SC 13G/AFeb 7, 2024 stale
- Space Summit Capital LLCnot stated · SC 13G/AFeb 3, 2022 stale
One line per filer, not per reporting person: a joint schedule names the management company, its funds and often the individual who controls them, and all of them report the same shares. Click a name for that filer’s whole footprint across every SPAC it has declared a stake in.
Sources on file
harvested pages, kept in fullEvery public page we have read about this company, stored in full so a source can never go missing.
Show the sources
25 full SEC filing texts archived — searchable, never lost.
- Vault note — AVAC (Avalon Acquisition Inc.)
vault-note · /vault/tickers/AVAC
- Vault deal note — Beneficient Merger Sub II, LLC (AVAC)
vault-note · /vault/deals/beneficient-merger-sub-ii-llc
- Beneficient registers 55.7M shares for resale | BENF IPO Registration (S-1)
news · stocktitan.net
- Beneficient registers 55.7M shares for resale | BENF IPO Registration (S-1)
news · stocktitan.net
- Unlock the Liquidity in Your Alternative Assets | Beneficient
company-site · trustben.com
- Beneficient registers 55.7M shares for resale | BENF IPO Registration (S-1)
news · stocktitan.net
- Unlock the Liquidity in Your Alternative Assets | Beneficient
company-site · trustben.com
- e4068_ex99-3.htm — AVAC 8-K 0001731122-22-001616
exhibit · sec.gov
- e4068_ex99-2.htm — AVAC 8-K 0001731122-22-001616
exhibit · sec.gov
- e4068_ex99-1.htm — AVAC 8-K 0001731122-22-001616
exhibit · sec.gov
- e4068_ex2-1.htm — AVAC 8-K 0001731122-22-001616
exhibit · sec.gov
- e4068_ex10-2.htm — AVAC 8-K 0001731122-22-001616
exhibit · sec.gov
- e4068_ex10-1.htm — AVAC 8-K 0001731122-22-001616
exhibit · sec.gov
- e4078_ex99-3.htm — AVAC 425 0001731122-22-001624
exhibit · sec.gov
- e4078_ex99-2.htm — AVAC 425 0001731122-22-001624
exhibit · sec.gov
In plain English
tap a term to open itEvery piece of jargon this page could have used, and what it actually means.
Open the plain-English guide
No floor / floorlessthe cash guarantee is gone — the price is unprotected
A SPAC's downside protection is not the cash in trust; it is your right to demand that cash. Once the redemption window closes, the cash stays with the company and the share can trade anywhere.
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.
Broker action datethe day your broker needs the instruction — earlier than the official date
Brokers batch redemption instructions to the transfer agent, so the practical cutoff is roughly two business days before the published deadline. This is the date that actually costs people the floor.
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.
Trust discountbuying below the cash held for you
Only meaningful while a redemption right exists. On a floorless name the same arithmetic is not a discount, it is the market pricing distress, and this product will not call it a yield.
Dilutionhow much of the company new shares take from you
Sponsor promote, PIPE shares, warrants and rights all issue stock that did not pay $10 for it. The headline deal value is before that; the effective value is after.
Pro-forma equitywhat the company is valued at once the deal closes
The combined company's equity value assuming the announced terms and the redemptions that have actually happened.
ARShow much upside you get per unit of downside
SpacBrain's asymmetric-return score. It is deterministic — the same inputs always produce the same number — and it is capped, not zeroed, when the floor is gone.
De-SPACthe day the SPAC becomes the real company
The shares stop being a claim on a pot of cash and start being equity in an operating business. Roughly 80% of recent de-SPACs traded below $10 within a year.
Outside datethe contractual long-stop for closing the deal
A deadline between the SPAC and its target, not between the SPAC and you. It confers no right to cash, which is exactly why it must never be counted as a redemption window.
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.
Accreted NAV (estimate)the last filed cash figure, plus the interest it should have earned since
A model, not a filing: last filed value compounded at the 3-month T-bill for the days elapsed. Always shown in italic with the word estimate, and never printed beside a filed number without it.
Ask the brain
from its filingsData provenance & audit trail6 internal entries
Written by SpacBrain’s data agents whenever a figure is captured, corrected or flagged, and kept verbatim so every number on this page can be traced back to the filing that states it. This is a running log, not the current record: an early entry may be superseded by a later correction — the panels above always hold the current values.
admitted from the HISTORICAL census (EDGAR's SIC 6770 registrant list, walked in full: 3,325 registrants, 1,167 of which ever priced an IPO). The live discovery job cannot reach this registrant — it reads the filing tape, and this one stopped filing. Admission rule: src/lib/universe-admit.ts. SIC 6770 (Blank Checks); 424B 0001731122-21-001672 priced 2021-10-07; common ticker AVAC off 8-K 0001731122-23-001063 (2023-06-06); lifecycle EXITED. Ending PROVEN, not inferred: CLOSED per Form 25 0001354457-23-000384 (2023-06-08) — Form 25 filed under 17 CFR 240.12d2-2(a)(3) — the rule for securities that "have come to evidence other securities in substitution therefor", i.e. the shares became the successor's (class: class a common stock, units, warrants). ipoSizeM and deadline left NULL: gross-proceeds prose conflates the over-allotment with the offering, and a charter deadline belonging to a vehicle that has ended is a date nobody can act on. ipoDate is the 424B pricing date.
name "Beneficient Merger Sub II, LLC" -> "Avalon Acquisition Inc.". The stored name was the entity that SURVIVED the combination, not the SPAC: EDGAR renames a registrant in place when the merger sub survives, so submissions.json answered with the survivor's name while the vehicle's own sat in formerNames, and the historical ingest read the former. The name written here is the one the SEC header of this registrant's own pricing prospectus states as COMPANY CONFORMED NAME at the moment of filing: 424B4 acc 0001731122-21-001672 (filed 2021-10-07, the same date as this row's ipoDate) — "Avalon Acquisition Inc.". Nothing else on the row was touched.
warrantStrike=11.5, unitSeparationDays=52 from the definitive prospectus (0001731122-21-001672). NOT FILLED: warrantCallPrice — no stated candidate; rightShareRatio — no stated candidate
sponsor "AVALON ACQUISITION HOLDINGS LLC" (SEC CIK 0001887921) sourced from Form 3 reportingOwner (10% owner) acc 0001731122-21-001708.
[CLOSED-RENAME] EDGAR CIK 0001836478 records "Avalon Acquisition Inc." ending 2023-06-08; the registrant continues as "Beneficient Merger Sub II, LLC". The rename is the SEC's own record of what the vehicle became, keyed by CIK. Closed 2023-06-08. No deal value is set — a rename says what was acquired, never for how much. No date column is set: Deal has announcedAt, voteDate and expectedCloseAt and nowhere to record an actual close, so the SEC's date is kept here until that column exists.
OTHER -> FINTECH, on DEFM14A 0001193125-23-143253: "BCG is a technology-enabled financial services holding company that (together with its subsidiaries) provides simple, rapid, and cost-effective liquidity soluti"