BHAC SEC filings, in plain English
Everything Focus Impact BH3 Acquisition Co 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 vs 2024-12-11trust $13.0M → $13.8M +7%deadline 2025-03-31 → 2025-10-07
trust account, combination deadline, going-concern doubt +22 moved · 3 with no prior record of ours
- Trust account
- $13.0M$13.8M
- Combination deadline
- 2025-03-312025-10-07
- Going-concern doubt
- stated · unchanged
- Sponsor loans outstanding
- $988K · unchanged
- Redeemable shares
- 1.21M · unchanged
SpacBrain reads this as $875,357 was added to the trust between the two filings.
The clause “00 Prepaid expenses 5,863 11,830 Total current assets 28,467 56,199 Investments held in Trust Account 13,825,381 13,699,805 Total assets $ 13,853,848 $ 13,756,004 LIABILITIES, TEMPORARY EQUITY AND STOCKHOLDERS’ DEFICIT Current liabilities”…
SpacBrain reads this as 190 days later than the previous record.
The clause …“of May 7, 2025 (as may be extended by the Company’s board of directors until October 7, 2025) (the “2025 Extension”). On April 7, 2025, the Company held a special meeting of stockholders (the “April 2025 Special Meeting”) to amend the”…
The clause “14-15, “Disclosures of Uncertainties about an Entity’s Ability to Continue as a Going Concern,” management has determined that its inability to satisfy its working capital obligations as of the expected mandatory liquidation date and”…
The clause …“of $ 563,009 that was fully repaid on October 7, 2021. The Company had net borrowings of $ 988,402 pursuant to the Convertible Promissory Note issued to the Former Sponsor (Note 5) and on July 31, 2023, the Company issued a”…
The clause “0,000,000 shares authorized; 4,100,000 shares issued and outstanding (excluding 1,212,124 shares subject to possible redemption) at March 31, 2025 and December 31, 2024 410 410 Class B common stock, $ 0.0001 par value; 20,000,000 shares”…
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 2024-04-23trust $24.6M → $13.7M -44%deadline 2024-09-11 → 2025-10-07shares 2.31M → 1.21M -48%
trust account, combination deadline, redeemable shares +23 moved · 2 with no prior record of ours
- Trust account
- $24.6M$13.7M
- Combination deadline
- 2024-09-112025-10-07
- Redeemable shares
- 2.31M1.21M
- Going-concern doubt
- stated · unchanged
- Sponsor loans outstanding
- $988K · unchanged
SpacBrain reads this as $10,854,999 left the trust between the two filings.
The clause “Prepaid expenses 11,830 11,306 Total current assets 56,199 780,920 Investments held in Trust Account 13,699,805 24,554,804 Total assets $ 13,756,004 $ 25,335,724 LIABILITIES, TEMPORARY EQUITY AND STOCKHOLDERS’ DEFICIT Current liabilities”…
SpacBrain reads this as 391 days later than the previous record.
The clause …“of May 7, 2025 (as may be extended by the Company’s board of directors until October 7, 2025) (the “2025 Extension”). Proposed Business Combination On March 11, 2024, the Company entered into a business combination agreement (the”…
SpacBrain reads this as 1,099,905 shares are no longer redeemable.
The clause …“authorized; 4,100,000 and 3,000,000 shares issued and outstanding (excluding 1,212,124 and 2,312,029 shares subject to possible redemption) at December 31, 2024 and 2023, respectively 410 300 Class B common stock, $ 0.0001 par value;”…
The clause …“more difficult for us to consummate an initial business combination. There is substantial doubt about our ability to continue as a “going concern.” We have until the new termination date to complete an initial business combination.”…
The clause …“of $563,009 that was fully repaid on October 7, 2021. The Company had net borrowings of $988,402 pursuant to the Convertible Promissory Note issued to the Former Sponsor (Note 5) and on July 31, 2023, the Company issued a”…
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: Focus Impact BH3 Acquisition Company called a special meeting for April 7, 2025 at 11:00 a.m. Eastern Time, virtual, on an Extension Amendment moving the Termination Date from April 7, 2025 to May 7, 2025. The Trust Account held approximately $13,104,831 as of March 2025, and BHAC warns the remaining amount may be significantly less after further redemptions. Stockholders had already approved the XCF Global Capital business combination at a February 27, 2025 special meeting reported on Form 8-K March 4, 2025, in connection with which holders of 1,208,570 public shares elected to redeem. Why it matters: The deal is approved but still not closed, and BHAC is buying time one month at a time — a pattern that usually means a closing condition is unmet. Each extension round triggers another redemption window, and with roughly $13.1 million left in trust after 1,208,570 shares already redeemed, the cash reaching XCF keeps shrinking. Holders who stay carry the risk that the combination closes with almost no trust proceeds; the redemption right remains the reliable exit.
What changed vs 2024-07-02trust $25.2M → $13.1M -48%deadline 2025-02-07 → 2025-05-07trust account, combination deadline, outside date2 moved · 1 with no prior record of ours
- Trust account
- $25.2M$13.1M
- Combination deadline
- 2025-02-072025-05-07
- Outside date
- 2025-03-31 · unchanged
SpacBrain reads this as $12,081,453 left the trust between the two filings.
The clause …“price per share was approximately $10.81, based on the aggregate amount on deposit in the Trust Account of approximately $13,104,831 as of March 19, 2025 (after removing interest that will be released to BHAC to pay its taxes”…
SpacBrain reads this as 89 days later than the previous record.
The clause …“follows: (d) In the event that the Corporation has not consummated an initial Business Combination by May 7, 2025, which date the Corporation may, without another stockholder vote, elect to extend on a monthly basis for up to five times”…
The clause …“even if BHAC stockholders already approved the Business Combination. If the Outside Date is amended on or prior to March 31, 2025 and extended to a date that is after the Current Termination Date, the Extension Amendment Proposal will”…
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
- not previously extracted2025-03-31
SpacBrain reads this as the agreement may be terminated from 2025-03-31.
The clause …“even if BHAC stockholders already approved the Business Combination. If the Outside Date is amended on or prior to March 31, 2025 and extended to a date that is after the Current Termination Date, the Extension Amendment Proposal will”…
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: Focus Impact BH3 Acquisition Company's business combination proxy statement and prospectus covers the March 11, 2024 agreement with XCF Global Capital, valuing XCF at a pre-money equity value of $1,750,000,000 before net debt and expense adjustments, at $10.00 per NewCo Class A share, with up to 5,000,000 further shares registered for the adjustment mechanism and 147,064,480 shares reflected throughout. As of February 3, 2025 there were 5,312,124 Focus Impact Class A shares outstanding, only 1,212,124 held by public stockholders, plus 1,608,333 Class B shares. Why it matters: Only 1,212,124 public shares remain against 147,064,480 shares in the combined company, so BHAC public holders end up with under 1% and effectively no vote — NewCo is disclosed as a Controlled Company. A $1.75 billion pre-money valuation set at $10.00 per share against a SPAC that has already received a Nasdaq delisting notice and been redeemed down to a stub is the definition of a deal priced off paper rather than cash. Redemption remains the reliable outcome.
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.