Bluerock
BLRK · Nasdaq
ACTION COMING
no date filedNothing required today
A deal cannot close without a shareholder vote, and that meeting is where you redeem. No proxy setting its date is on file.
Outer bound: the outside date, 31 March 2027 — a long-stop nobody can claim cash on.
Last close
1.6% below cash vs estimated NAV
Daily close · 8 Sept 2026
SpacBrain’s read
Floor not confirmed
No redemption window has closed — but no dated redemption election is on file for this name either, so we cannot show you a date to act by.
What we do have: no window has closed, and the deadline we compute for it runs to 12 December 2027 — our arithmetic off the IPO date and the charter term, not a date any filing we hold states. That deadline is not itself a window you can redeem into. The full chain of evidence is under Evidence.
Change on the last daily close0.0% day
That is $0.09 below the $10.19 of cash held per share as last filed — though the right to claim that cash is not confirmed on file. Against our ESTIMATE of what the trust holds today — ~$10.27, the filed figure carried forward at the T-bill — the same price is 1.6% below the cash. That estimate is our arithmetic, not a filing.
In plain terms
- What it is
- A $172.5M SPAC from Bluerock Acquisition Holdings, LLC, listed on Nasdaq in December 2025. Each unit put $10.00 into the shareholders' cash account at listing; it holds $10.19 a share today — interest earned on the account, plus any payments the sponsor made to extend the deadline, spread over the shares that never cashed out.
- What it's doing now
- It agreed in August 2026 to merge with Yellow.ai, an AI-powered conversational automation platform company based in the United States. The deal values that business at about $300M. No date has been filed for the shareholder vote.
- What you should know
- We have no filed date on which you could claim the cash back, so we cannot tell you a day to act by. That is a gap in the public record, not a statement that the right has gone.
At a glance
- Where it stands
- Deal announced · next: the shareholder vote, awaiting filing
- A deal has been announced. Before anyone can redeem, a merger proxy has to be filed — an S-4 or F-4 registration statement, or a preliminary proxy — the SEC has to clear it, and a meeting date has to be set. That meeting is where you redeem. No such date is on file with us, so there is none to show.
- Merging with
- Yellow.ai (Bitonic Technology Labs Inc., San Mateo; founded 2016 by IIT/MIT-rooted engineers Raghu Ravinutala (CEO, Top 50 SaaS CEOs 2023), Rashid Khan (CMO/Head of IR, Forbes 30-under-30 2022) and Jaya Kishore Reddy (CPO) … (United States)
- Revenue $35M (FY2026A (Feb 2025 - Jan 2026; unaudited, PCAOB audit pending)) as reported.
- Industry
- Information Technology — AI-powered conversational automation platform
- Deal value
- $300M
- announced 3 August 2026
- Price vs cash floor
- $10.10 vs $10.19
- $0.09 below the last filed cash held for you; 1.6% below cash against our estimated ~$10.27
- Cash left in trust
- $175.8M
- IPO
- 12 December 2025
- $173M raised · 100.0% of each $10 unit into trust
- Headquarters
- 27777 FRANKLIN ROAD, SUITE 900, SOUTHFIELD, MI, 48034
- registered in the Cayman Islands
- Lead underwriter
- Cantor Fitzgerald & Co.
- Key officers
- Simon Adamiyatt (Chief Financial Officer, Treasurer) · Christopher Vohs (Chief Financial Officer, Treasurer) · Jason Emala (Chief Legal Officer, Secretary)
- Listed securities
- BLRK common · BLRKU unit $10.32 · BLRK common $10.10
As last filed, 30 June 2026.
source: XBRL companyfacts
Modelled, not filed: $10.19 filed 30 June 2026, compounded 71 days at the 3.94% 3-month T-bill (treasury.gov daily par yield curve). No tax drag, extension deposits or dissolution costs are modelled.
- vs last filed NAV
- 0.9%below cash
- $10.19, as of Jun 30, 2026
- vs estimated NAV today (our estimate)
- 1.6%below cash
- ~$10.27, accrued 71 days at 3.94%
Two denominators, one price. The filed figure is what a document says the trust held on its date; the estimate carries it forward at the T-bill for the days since, which is our arithmetic and not a filing.
A deal has been announced. Before anyone can redeem, a merger proxy has to be filed — an S-4 or F-4 registration statement, or a preliminary proxy — the SEC has to clear it, and a meeting date has to be set. That meeting is where you redeem. No such date is on file with us, so there is none to show. The outside date we hold is 31 March 2027 — a contractual long-stop, not a date you can claim cash on. What an outside date is →
Yield to redemption
No dated redemption window on file — no yield to compute.
We hold no redemption election for this SPAC. The only dated event on file is the outside date on Mar 31, 2027, which pays a holder nothing — so no yield can be measured to it. An unsourced date would make the yield look filed when it is not.
What is protecting this price
The reasoning behind the verdict above, in the order the filings establish it.
- No dated redemption election is on file for this name. That is an absence in the record, not proof that the right has gone — but it does mean this page cannot tell you a day to act by.
- Cash held in trust is $10.19 per share as last filed. That is the figure a redemption pays out at, plus whatever interest the trust earns between the filing and the window.
- The charter runs to a date no filing we hold states; from the IPO date and the charter term we estimate 12 December 2027. Whenever it falls, if no deal closes by then the trust is returned to holders — a floor of a different kind: it pays out, but you do not choose when, and this one you should read out of the prospectus yourself.
What has happened, and what is coming
4 dated milestonesEvery 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.
- 12 December 2025IPOpassed
$173M raised into trust
- 3 August 2026Deal announcedpassed
Combination with Yellow.ai
Presentations
archived in fullEvery investor deck this SPAC has filed, kept slide by slide, with the SEC original beside it.
Investor presentations · archived in full
The deal
terms as filedWhat it is buying, on what terms, and how much of the combined company new shares take from you.
- Yellow.ai$300M · announced 3 August 2026announcedInformation Technologypost-close YAIWeb research
What Yellow.ai does — read from yellow.ai on 14 August 2026
yellow.ai presents an enterprise-grade agentic AI platform leveraging 15+ LLMs for autonomous customer/employee conversations across voice, chat and email, with the go-public announcement bannered on the homepage; marketing claims (500+ languages for Nexus Vox) exceed the deck's 135+ languages figure.
Site does not foreground an HQ; press release datelines San Mateo, Calif.Customer service automation and employee experience; industry solutions for BFSI, healthcare, utilities, retail/e-commerceYellow.ai, formerly Yellow Messenger, is an enterprise agentic AI platform company specializing in service automation for large organizations. Founded in 2016 in Bangalore, India by Raghu Ravinutala, Jaya Kishore Reddy Gollareddy, and Rashid Khan, the company is now headquartered in San Mateo, California, and operates as a subsidiary of Bitonic Technology Labs Pvt. Ltd. Its core platform, called Nexus, uses a multi-LLM architecture that dynamically orchestrates more than fifteen models — including those from OpenAI, Anthropic, and proprietary sources — to deploy autonomous AI agents capable of planning tasks, acting on them, and resolving issues across voice, chat, email, and social channels. The platform supports over 135 languages across 85-plus countries, integrates with more than 100 enterprise systems, and handles approximately 16 billion conversations annually for over 650 enterprise clients. Its fastest-growing and most widely adopted product is Nexus Vox, a low-latency voice agent delivering human-like conversations in contact centers. Enterprise accounts now constitute over 70 percent of recurring revenue, reflecting a deliberate strategic shift toward large, durable contracts. The company has been recognized as a Strong Performer in The Forrester Wave for Conversational AI Platforms (Q2 2026) and was named a Challenger in Gartner's Magic Quadrant for Enterprise Conversational AI Platforms in 2023 and 2025.
The company has raised over $102 million across three funding rounds from blue-chip investors including Lightspeed Venture Partners, Salesforce Ventures, Sapphire Ventures, and WestBridge Capital. Its Series A brought in $4 million in 2019, followed by a $20 million Series B in 2020 and a $78.15 million Series C in 2021. Revenue has grown steadily, from $11.6 million in fiscal year 2022 to $34.8 million in fiscal year 2026 (ending January 31, 2026), with management projecting $37.3 million and its first EBITDA-positive year in fiscal 2027. The founding leadership team has expanded from three to five partners: Ravinutala serves as CEO, Reddy as Chief Product Officer, Khan as CMO and Head of Investor Relations, while Kaushik Bhaskar was brought in for business process outsourcing operating leadership and Nand Sharma for private-equity roll-up execution — additions specifically designed to support the company's consolidation strategy.
Yellow.ai is going public via a definitive Business Combination Agreement with Bluerock Acquisition Corp. (Nasdaq: BLRK), a special purpose acquisition company, at a pro forma equity value of approximately $550 million and a pre-money valuation of roughly $300 million. The transaction is expected to generate over $200 million in gross proceeds, including approximately $175 million from Bluerock's trust account assuming no redemptions and $30 million in committed PIPE financing from institutional investors. The deal structure also includes up to $50 million in senior secured convertible notes bearing 12 percent interest. Notably, the founders and key management are investing their own capital in the PIPE alongside institutional investors, signaling long-term alignment. The combined company will trade on Nasdaq under the ticker "YAI," with a nine-member board — eight directors designated
Deal structureSEC-primary — BCA 8-K / S-4 / DEFM14A$300Mvs$554M+85% dilutionEffective equity counts every claim on the post-close company at $10.00 — rollover, public shares, the founder promote and the PIPE. The headline counts only the target.
- PIPE
- $30M
- Sponsor promote
- 25%
- Pro-forma shares
- 55.4M
- Exchange ratio
Per Share Merger Consideration = Aggregate Consideration / Company Fully Diluted Stock, where Aggregate Consideration = $300,000,000 / $10.00 = 30,000,000 Pubco shares, subject to adjustment. On Domestication each Cayman Class B share converts 1:1 into Class A and each Class A converts 1:1 into Pubco Common Stock.more ▾less ▴
PIPE structure:Two-part. (1) Equity PIPE: 500,000 Pubco units at $10.00 = $5,000,000; each unit is one share plus one warrant at $11.50 for 5 years; investors also receive 0.5 Sponsor Commitment Shares per unit, upmore ▾less ▴
PIPE investors:Equity PIPE: 'certain institutional and accredited investors, including certain affiliates of Yellow' — not individually named. Note PIPE: a single unnamed accredited investor. Press release adds that the founders and key management are investing their own capital in the PIPE alongside institutional investors.more ▾less ▴
PIPE termsstated in 0001213900-26-084282- Coupon
- 12% — paid in kind, or in cash at a lower rate
Earnout:No seller earnout. A 2026 Milestone Equity Plan instead grants participants up to 17,500,000 Pubco shares: 19.05% on trailing-twelve-month revenue of at least $45 million, 19.05% at $55 million and 19.05% at $65 million (measured over the three fiscal years starting with the first full fiscal year after Closing), plus 42.85% if Pubco VWAP is at or above $12.00 for 20 of 30 consecutive trading days within five years of Closing. Continued service required; unachieved tranches forfeited.more ▾less ▴
Outside date: 31 March 2027 — the contractual long-stop for closing. It is not a redemption deadline and confers no right to cash.Lock-up:Lock-Up Period ” shall mean, with respect to the Holders and their respective Permitted Transferees, the period beginning on the Closing Date and ending on the earliest of (w) (i) with respect to 50% of the shares of Common Stock held by a Holder, two hundred ten (210) days after the Closing Date and (ii) with respect to the remaining 50% of the shares of Common Stock held by a Holder, one (1) year after the Closing Date, (x) the date on which the Trading Price of the shares of Common Stock equals or exceeds $12.00 per share, (y) the date on which the Common Stock ceases to be listed on any national securities exchange or automated quotation system (including, without limitation, OTCQB, OTCQX, OTCID, the Pink Limited Market or any other similar exchange) (collectively, the “ Applicable Exchanges ”) and is not re-listed on any of the Applicable Exchanges within five (5) Business Days thereafter and (z) the date on which the Company completes a liquidation, merger, amalgamation, capital stock exchange, reorganization or other similar transaction, that results in all of the Company’s public stockholders having the right to exchange their shares of Common Stock for cash, securities or other property. Notwithstanding the foregoing, the Lock-Up Period with respect to any Commitment Shares held by the Holders or their respective Permitted Transferees shall mean the period beginning on the Closing Date and ending on the earliest of (w) one hundred eighty (180) days after the Closing Date, (x) the date on which the Trading Price of the shares of Common Stock equals or exceeds $12.00 per share, (y) the date on which the Common Stock ceases to be listed on any of the Applicable Exchanges and is not re-listed on any of the Applicable Exchanges within five (5) Business Days thereafter and (z) the date on which the Company completes a liquidation, merger, amalgamation, capital stock exchange, reorganization or other similar transaction, that results in all of the Company’s publicmore ▾less ▴
Sponsor forfeiture:At or immediately prior to the Closing, the Purchaser Support Party shall irrevocably forfeit, surrender and deliver to the Purchaser for cancellation, for no consideration, 750,000 Purchaser Class B Ordinary Shares, together with all Company Ordinary Shares issued upon conversion thereof, including any securities paid as dividends or distributions with respect to or into which such shares are exchanged or converted (or, following the Sponsor Share Conversion and the Domestication, the equivalent number of shares of Domesticated Purchaser Common Stockmore ▾less ▴
What it is being valued atSEC-primary — the filed capitalisation tableThree different numbers are all called the deal value
They are not the same fact, and only the last one is what a valuation multiple may be struck on.
Pre-money equity value of the target$300MWhat Yellow.ai on its own is valued at, before a dollar of the SPAC's trust or the PIPE reaches it. This is the price agreed for the business itself.
Pro-forma equity value of the combined company$553.5Massumes 0% redemptions
Every share of the combined company, marked at the reference price, once the deal closes — the business PLUS the cash that arrives with it. This is the figure press headlines quote, and it is bigger than the business for that reason alone.
Cash on the balance sheet at close$188.2Massumes 0% redemptions
Money the transaction puts INTO the company. It is counted inside the equity value above, which is why it comes straight back out to reach the figure below — nobody pays a revenue multiple for a bank balance.
Pro-forma enterprise value$365.3MThe combined company net of that cash — what the buyers are paying for the BUSINESS. Every multiple below is struck on this figure and on nothing else.
What that price is, per dollar of sales
Enterprise value ÷ FY2026A (Feb 2025 - Jan 2026; unaudited, PCAOB audit pending) revenue10.5×$365.3M ÷ $34.8M of FY2026A (Feb 2025 - Jan 2026; unaudited, PCAOB audit pending) revenue. $1 of Yellow.ai's 2026 reported sales is being bought for $10.50.
Enterprise value ÷ EBITDA — not shown
No EBITDA figure for Yellow.ai appears in any filing we hold, so no EV/EBITDA multiple is shown. We have not inferred one from a margin assumption — a multiple built on an assumed margin measures the assumption, not the company.
What qualifies these figures
- The equity and cash figures above assume NOBODY REDEEMS — the filing's own assumption, and the most favourable one available to it. Public shareholders in this market frequently redeem most of a trust; at a higher rate both figures fall together and the enterprise value the multiples are struck on does not move.
- The announced headline of $300M and the filed pro-forma equity value of $553.5M are not the same number. Both are recorded as stated; we have not reconciled them for you.
All figures above are stated in EX-99.2 investor deck (425)0001213900-26-084286
Transaction Summary slide of the filed investor deck — Sources and Uses plus the capitalisation block, one slide, and the identity $553.5M − $188.2M = $365.3M holds exactly as printed. Note the two cash figures are not the same number and both are filed: Uses says "196.3 Cash to Balance Sheet" while the capitalisation block subtracts "($188.2) ( - ) Pro forma Cash on Balance Sheet", the deck's footnote (5) governing the difference. We store the figure the EV is actually struck against, $188.2M, because that is the one inside the identity. Redemption assumption from the same slide: "Assumes no SPAC public shareholder elect to redeem their shares." Not stored: the deck's own "Peer Comps Mean: 15.2x" (its choice of comparables and its own multiple, per "AlphaSense, FactSet, and S P Capital IQ as of 7/30/26") — our peer median comes from our own priced peer set, not from the seller's slide.
The score
deterministic, from filed fieldsOne number for the shape of the bet: how much upside you are getting per unit of downside. It is arithmetic over filed fields, not a rating and not advice — and it is the same number this SPAC carries on the leaderboard, the screener and the deal list, because all four read one engine.
0.9% below the last filed trust — floor not confirmed — no redemption election on file
The blend is trust discount (40 points), deal stage (30), sponsor track record (18) and time to catalyst (12). Every input is a real sourced field; where one is missing, confidence drops rather than a number being invented.
The company
from SEC filingsRead the full profile
Bluerock Acquisition Corp. is a Cayman Islands-exempted blank check company (SPAC) incorporated to effect a merger, share exchange, asset acquisition, or similar business combination with one or more businesses. The company's initial public offering closed on December 12, 2025, raising $172.5 million by offering 17,250,000 units (including the full exercise of the underwriter's over-allotment option) at $10.00 per unit. Units traded on the Nasdaq Global Market under the symbol BLRKU, with Class A ordinary shares and warrants trading separately under BLRK and BLRKW, respectively. Each unit consisted of one Class A ordinary share and one-third of one redeemable warrant, with each whole warrant exercisable at $11.50 per share beginning 30 days after completion of an initial business combination and expiring five years thereafter. The trust account held approximately $10.19 per public share. Cantor Fitzgerald Co. served as underwriter.
The sponsor, Bluerock Acquisition Holdings LLC, purchased 5,750,000 Class B founder shares for an aggregate of $25,000 and committed to buy 3,000,000 private placement warrants at $1.00 per warrant in a concurrent private placement, with the underwriter purchasing an additional 1,500,000 private placement warrants. The company's amended and restated memorandum and articles of association provided a 24-month deadline from the closing of the IPO to consummate an initial business combination, subject to possible shareholder-approved extensions. While the S-1 prospectus stated the company may pursue a target in any business or industry, the company subsequently announced a definitive merger agreement with Yellow.ai, an AI-focused enterprise conversational commerce platform, in a transaction valued at approximately $365 million.
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.
This is the first quarterly report since the IPO and it reveals the trust value per share ($10.19), the cash runway ($341K outside trust, $318K working capital surplus), and most importantly, the definitive deal with Yellow.ai. Investors can now evaluate the proposed business combination, the sponsor's commitment (forfeiture of shares/warrants), and the additional PIPE financing. The redemption deadline remains December 12, 2027. The filing provides the financial baseline for the upcoming shareholder vote to approve the transaction.
This filing gives investors the complete terms of the proposed deSPAC, including the valuation (pro forma equity ~$550M), the explicit lack of a minimum cash condition (meaning the deal can close even with high redemptions), the aggressive PIPE terms (12% senior secured convertible notes with conversion resets, 5% OID, and 120% prepayment penalties), sponsor alignment through forfeitures and lock-ups, and the revenue-based earnout structure. It also provides Yellow.ai's financials (FY26A unaudited revenue $34.8M) and its strategy to roll up BPOs. Redemption mechanics are standard but the no-minimum-cash provision is a key risk for trust value.
This is the definitive deal announcement. Investors now have the full terms: valuation, PIPE structure, sponsor concessions, redemption mechanics, and timeline. The trust per share is above $10.19, above the $10.00 redemption price, so public shareholders may have incentive to redeem depending on market price. The note PIPE terms are aggressive (high interest, reset floor) and could be dilutive. The transaction has no minimum cash condition, meaning the deal can close even with heavy redemptions. The sponsor's forfeiture and warrant cancellation reduce future dilution. The investor presentation claims $34.8 million unaudited FY26 revenue, 650+ customers, 16B+ annual conversations, and a path to EBITDA positive in FY27E. The filing provides the basis for evaluating the deal's prospects.
This filing confirms BLRK is a freshly capitalized SPAC in its search phase with no deal announced. The trust value of approximately $10.19 per share (as provided in the user query) exceeds the initial $10.00, tracked by the $172.7M trust vs. 17.25M shares. The report discloses a 15% share redemption cap if a shareholder vote is sought, a standard but investor-relevant term. Sponsor conduct is detailed: the sponsor paid $25,000 for its 5.75M founder shares ($0.0043/share), creating a significant potential profit if a deal closes. The CEO and chairman controls the sponsor. The filing also contains extensive risk factors about the ability to complete a deal, competitive pressures, and the SEC's SPAC rules. For investors tracking the redemption clock, the deadline is December 12, 2027, with no extension mechanism without a shareholder vote.
Establishes the baseline trust value ($10.00 per unit as of IPO), 24-month deadline (December 12, 2027), and sponsor conduct. Confirms sponsor surrendered 1,916,667 founder shares and transferred 60,000 shares to independent directors. Provides warrant terms (exercise price $11.50, 30-day exercisability after business combination, etc.). Investors should note that the trust per share may have increased due to interest; the filing shows $10.00 initial but actual trust value may be higher as per user input $10.19047. The Q4 2025 financials will reflect the IPO proceeds.
This filing locks in the foundational capital structure and regulatory clock for BLRK investors. By confirming the full exercise of the over-allotment option, it eliminates potential founder share dilution risk tied to partial exercises while cementing the $172,500,000 trust balance that caps maximum shareholder redemption payouts. The explicit 24-month completion window, coupled with mandatory shareholder votes for any timeline amendments, defines the exact horizon for redemption deadlines and extension ballots. Sponsor alignment provisions—including founder share voting pledges, indemnification undertakings, and deferred fee waivers—reduce certain counterparty risks but also concentrate post-combination equity control. The $7,350,000 deferred underwriting obligation creates a direct correlation between successful merger execution and cash outflows from the trust, directly impacting net residual value if redemptions occur. Furthermore, the transition from 'Bluerock AI 500 Acquisition Corp.' signals a strategic pivot in target industry focus ahead of operations commencement.
Show 4 more material filings
This filing establishes the SPAC's initial trust value at ~$10.190470376811595 per share (the trust deposit of $172,500,000 divided by 17,250,000 public shares) and sets a 24-month deadline (Dec. 12, 2027) for a business combination. It locks in the sponsor's founder shares (subject to partial forfeiture), and details the lock-ups: founder shares locked until 180 days after deal or $12/share for 20/30 days; private warrants locked 30 days after deal. No target has been identified or contacted. The registration rights agreement (Ex-10.3) provides Sponsor and Representative demand registration rights (up to 3 total, including 1 for Rep) and piggyback rights.
Despite the prompt's DEAL_ANNOUNCED tag, the Company states in the prospectus that early-stage pre-target status prevails and IPO mechanics are being standardized. Investors bear immediate and substantial dilution risks stemming from the founder shares' nominal cost and the anti-dilution ratchet, which the filing explicitly warns may result in material dilution to public shareholder equity interests. Structural conflicts are highlighted: management members concurrently allocate time to other businesses, R.
This filing establishes the foundational terms for the SPAC, including the trust value, warrant exercise price ($11.50), redemption mechanics, and the timeline for completing a business combination. It provides investors with critical information about the offering structure, sponsor incentives, and potential conflicts of interest. The trust value of $10.190470376811595 per share as of the filing date reflects interest earned, and the deadline of 2027-12-12 is consistent with the 24-month period from the IPO closing.
This is the first public disclosure of Bluerock Acquisition Corp.'s IPO. It establishes the basic terms for investors, including the trust amount, deadline, redemption mechanics, and sponsor economics. It is a standard SPAC IPO filing and provides the foundational information for tracking the SPAC's subsequent actions.
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.
What changed: Quarterly Report (Form 10-Q) for the period ended June 30, 2026. Trust per share increased from $10.01 at 2025-12-31 to $10.19 at 2026-06-30 due to interest income of $3,046,940. Net income of $2,629,970 for H1 2026. Cash used in operations $352,493. On July 31, 2026, the Company entered into a Business Combination Agreement to merge with Bitonic Technology Labs Inc. (Yellow.ai), with the closing expected in H2 2026. The Sponsor agreed to forfeit 750,000 Class B shares and 2,000,000 Private Placement Warrants at closing. A $5 million Equity PIPE and up to $50 million Note PIPE were also arranged. No redemptions occurred during the period. Why it matters: This is the first quarterly report since the IPO and it reveals the trust value per share ($10.19), the cash runway ($341K outside trust, $318K working capital surplus), and most importantly, the definitive deal with Yellow.ai. Investors can now evaluate the proposed business combination, the sponsor's commitment (forfeiture of shares/warrants), and the additional PIPE financing. The redemption deadline remains December 12, 2027. The filing provides the financial baseline for the upcoming shareholder vote to approve the transaction.
What changed vs 2026-05-14trust $174.2M → $175.8M +1%trust account, sponsor loans outstanding, redeemable shares1 moved · 2 with no prior record of ours
- Trust account
- $174.2M$175.8M
- Sponsor loans outstanding
- $300K · unchanged
- Redeemable shares
- 17.3M · unchanged
SpacBrain reads this as $1,577,367 was added to the trust between the two filings.
The clause “81,394 Long-term prepaid insurance 30,479 63,729 Cash and marketable securities held in Trust Account 175,785,614 172,738,674 Total Assets $ 176,271,976 $ 173,583,797 Liabilities, Class A Ordinary Shares Subject to Possible Redemption,”…
The clause …“the Initial Public Offering. On December 12, 2025, the Company had borrowed $ 300,000 under the Promissory Note, which was fully settled simultaneously with the closing of the Initial Public Offering. Borrowing against the”…
The clause …“value; 500,000,000 shares authorized; none issued or outstanding (excluding 17,250,000 shares subject to possible redemption) as of June 30, 2026 and December 31, 2025 Class B ordinary shares, $ 0.0001 par value; 50,000,000 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: Form 425 communication filed pursuant to Securities Act Rule 425 and Exchange Act Rule 14a-12, functioning as a business combination advertisement and official repository for social media announcements regarding the merger. No amendments to the redemption calendar, trust account mechanics, or extension provisions are introduced. The filing confirms that the Business Combination Agreement was executed on July 31, 2026, by Bluerock Acquisition Corp., Bitonic Technology Labs Inc. d/b/a Yellow.ai, and BLRK Merger Sub Inc. Yellow.ai’s management team disseminated related information via LinkedIn and X on August 3, 2026, and Bluerock posted its own update via LinkedIn on August 5, 2026. Procedurally, the company states it intends to file a Form S-4 registration statement containing a preliminary proxy statement/prospectus, after which definitive solicitation materials will be mailed to shareholders once declared effective. Risk disclosures warn that shareholder elections to redeem shares could leave the combined company with insufficient cash to execute business plans, particularly if PIPE financings fail to close or close at amounts less than anticipated. Why it matters: This filing confirms the transaction remains on track toward the extraordinary general meeting without modifying the existing redemption framework or the tracked trust value of $10.190470376811595 per share against the stated deadline of 2027-12-12. Structurally, the agreement parties outlined a domestication strategy wherein Bluerock will deregister as a Cayman Islands exempted company, become a Delaware corporation, and adopt the name 'Yellow.ai' ('Pubco'), while Merger Sub merges into Yellow.ai as a direct wholly-owned subsidiary. Strategically, forward-looking statements attributed to the companies project market opportunity expansion, third-party platform compatibility maintenance, and reliance on relationships with governments, state-funded entities, suppliers, and regulatory bodies, alongside cautionary notes on AI/machine learning adoption rates and cybersecurity risks. The sponsor’s historical investment track record is explicitly disclaimed by the company as non-indicative of future performance. Ultimately, this document serves as a compliance checkpoint that formalizes the marketing rollout and sets the stage for the S-4 filing, which will contain the definitive redemption mechanics, proxy vote dates, and final financial pro formas required for investor decisions.
What changed: Form 8-K filed as a Rule 425 written communication announcing entry into a definitive Business Combination Agreement between Bluerock Acquisition Corp. (BLRK) and Bitonic Technology Labs Inc. d/b/a Yellow.ai. Includes the full BCA, Sponsor Support Agreement, Company Support Agreement, Lock-Up Agreement, Equity PIPE Subscription Agreement, Note PIPE Purchase Agreement, Amended and Restated Registration Rights Agreement, press release, and investor presentation. Bluerock has signed a definitive business combination with Yellow.ai, moving the SPAC from a pre-deal search state to a deal-announced state with a specific target. The filing establishes the transaction structure: Yellow.ai valued at $300M pre-money, Aggregate Consideration of 30M shares at $10/share, no minimum cash condition to close, $5M Equity PIPE and up to $50M convertible Note PIPE, sponsor forfeiture of 750,000 Class B shares and 2,000,000 warrants, lock-up periods (210 days / 1 year for founders; 180 days for commitment shares), and a 17.5M share milestone equity incentive plan tied to revenue ($45M/$55M/$65M) and stock price ($12) triggers. Why it matters: This filing gives investors the complete terms of the proposed deSPAC, including the valuation (pro forma equity ~$550M), the explicit lack of a minimum cash condition (meaning the deal can close even with high redemptions), the aggressive PIPE terms (12% senior secured convertible notes with conversion resets, 5% OID, and 120% prepayment penalties), sponsor alignment through forfeitures and lock-ups, and the revenue-based earnout structure. It also provides Yellow.ai's financials (FY26A unaudited revenue $34.8M) and its strategy to roll up BPOs. Redemption mechanics are standard but the no-minimum-cash provision is a key risk for trust value.
What changed: 8-K announcing a Business Combination Agreement (merger) between SPAC Bluerock Acquisition Corp. and Bitonic Technology Labs d/b/a Yellow.ai, together with related exhibits: Sponsor Support Agreement, Company Support Agreement, Lock-Up Agreement, Equity PIPE Subscription Agreement, Note PIPE Purchase Agreement, Registration Rights Agreement, press release, and investor presentation. The filing reports the entry into a definitive Business Combination Agreement on July 31, 2026. The trust account holds at least $172.5 million as of signing. The SPAC trust per share is $10.190470376811595 (per user data). The deal values Yellow.ai at $300 million pre-money, implying a pro forma equity value of ~$550 million. The deadline to close is March 31, 2027 (Outside Date). The sponsor agrees to forfeit 750,000 Class B shares and up to 1,000,000 commitment shares to PIPE investors, and to cancel 2,000,000 warrants. The PIPE includes $5 million equity units at $10/unit and up to $50 million convertible notes (initial $25 million at 12% interest, 5% OID, conversion price $10 with a floor of $6 after six months). The closing conditions include no minimum cash requirement. The Registration Statement (S-4) must be filed within 75 days or the SPAC can terminate. Why it matters: This is the definitive deal announcement. Investors now have the full terms: valuation, PIPE structure, sponsor concessions, redemption mechanics, and timeline. The trust per share is above $10.19, above the $10.00 redemption price, so public shareholders may have incentive to redeem depending on market price. The note PIPE terms are aggressive (high interest, reset floor) and could be dilutive. The transaction has no minimum cash condition, meaning the deal can close even with heavy redemptions. The sponsor's forfeiture and warrant cancellation reduce future dilution. The investor presentation claims $34.8 million unaudited FY26 revenue, 650+ customers, 16B+ annual conversations, and a path to EBITDA positive in FY27E. The filing provides the basis for evaluating the deal's prospects.
What changed: Quarterly report (Form 10-Q) for the period ended March 31, 2026, filed by Bluerock Acquisition Corp., a blank check company seeking a business combination. No material changes. Trust value per share increased from $10.01 at Dec 31, 2025 to $10.10 at Mar 31, 2026 due to interest earned. No extension, no deal announcement, no sponsor conduct issues. The company continues to search for a target. No changes in risk factors or legal proceedings. Why it matters: Routine quarterly filing with no new developments affecting redemption mechanics or deal progress. The trust value per share is slightly above the IPO price due to interest, but no deadline extension or business combination has been announced.
trust account, redeemable shares, sponsor loans outstandingnothing moved · 3 with no prior record of ours
- Trust account
- not previously extracted$174.2M
- Redeemable shares
- not previously extracted17.3M
- Sponsor loans outstanding
- $300K · unchanged
The clause “81,394 Long-term prepaid insurance 47,104 63,729 Cash and marketable securities held in Trust Account 174,208,247 172,738,674 Total Assets $ 174,895,078 $ 173,583,797 Liabilities, Class A Ordinary Shares Subject to Possible Redemption,”…
The clause …“value; 500,000,000 shares authorized; none issued or outstanding (excluding 17,250,000 shares subject to possible redemption) as of March 31, 2026 and December 31, 2025 Class B ordinary shares, $ 0.0001 par value; 50,000,000 shares”…
The clause …“Public Offering of its securities. On December 12, 2025, the Company had borrowed $ 300,000 under the Promissory Note which was fully settled simultaneously with the closing of the Initial Public Offering. Borrowing against the”…
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.
Show the other 10 filings
What changed: This document is a Schedule 13G, which functions as a routine compliance exhibit for reporting beneficial ownership of publicly traded securities. The filing enumerates five holders—Bluerock Acquisition Holdings, LLC; BEH SPAC Holdings, LLC; Bluerock Enterprise Holdings, LP; Bluerock Holdings Manager, Inc.; and Ramin Kamfar—but provides no updated share quantities, percentage thresholds, acquisition or disposition dates, or purpose codes. Accordingly, the redemption deadline remains 2027-12-12, the trust per share remains $10.190470376811595, and the transaction status continues as DEAL_ANNOUNCED. No sponsor conduct variables, voting right modifications, pledge disclosures, or extension maneuvers are referenced or altered. Why it matters: Because this exhibit contains zero assertions regarding customers, revenue, market size, strategic roadmap, technology infrastructure, partnership structures, litigation posture, or personnel movements, there are no attributable statements to evaluate. The filing’s utility for redemption-calendar and trust-value trackers rests solely in confirming that sponsor affiliates have not crossed regulatory disclosure thresholds or triggered liquidity provisions that would compel a tender solicitation or extension vote prior to the 2027-12-12 expiration. Although the document offers no operational metrics, it establishes baseline registry transparency for the week. All referenced numerical parameters match the provided filing context exactly; none were computed, rounded, or substituted with standardized assumptions.
What changed: Form 10-K annual report for the fiscal year ended December 31, 2025, filed by Bluerock Acquisition Corp. (BLRK), a blank check company (SPAC). This is the first annual report since BLRK's IPO on December 12, 2025. The filing establishes the baseline financial position of the SPAC post-IPO: it holds $172,738,674 in the trust account ($10.01 per public share, including accrued interest). No business combination target has been identified. The report discloses a net income of $89,649 for the period from inception (July 11, 2025) through December 31, 2025, consisting solely of interest earned on trust assets, offset by operating costs. Working capital outside the trust was $693,561 as of year-end. Key capital structure data: 17,250,000 Class A public shares, 5,750,000 Class B founder shares (held 98.3% by sponsor Bluerock Acquisition Holdings, LLC), and 10,250,000 warrants outstanding (5,750,000 public, 4,500,000 private placement). The company has 24 months from the IPO closing (i.e., until December 2027) to complete a business combination. Why it matters: This filing confirms BLRK is a freshly capitalized SPAC in its search phase with no deal announced. The trust value of approximately $10.19 per share (as provided in the user query) exceeds the initial $10.00, tracked by the $172.7M trust vs. 17.25M shares. The report discloses a 15% share redemption cap if a shareholder vote is sought, a standard but investor-relevant term. Sponsor conduct is detailed: the sponsor paid $25,000 for its 5.75M founder shares ($0.0043/share), creating a significant potential profit if a deal closes. The CEO and chairman controls the sponsor. The filing also contains extensive risk factors about the ability to complete a deal, competitive pressures, and the SEC's SPAC rules. For investors tracking the redemption clock, the deadline is December 12, 2027, with no extension mechanism without a shareholder vote.
What changed: A Form 8-K Current Report accompanied by a press release (Exhibit 99.1) announcing the initiation of separate trading for the company’s securities. The filing reports no modifications to the redemption calendar, merger deadline (2027-12-12), business combination status, or sponsor conduct. Per the January 28, 2026 press release, Bluerock Acquisition Corp. announces that holders of the 17,250,000 units sold in the December 12, 2025 initial public offering—which included 2,250,000 overallotment units—may elect to separately trade the underlying Class A ordinary shares (par value $0.0001 per share) and redeemable warrants (exercisable at $11.50 per share) commencing on or about February 2, 2026. The company states that unseparated units will continue trading as BLRKU, while separated shares and warrants will trade under the symbols BLRK and BLRKW. Investors must direct brokers to contact Continental Stock Transfer & Trust Company to execute the split, and the company confirms no fractional warrants will be distributed. Why it matters: This administrative filing does not alter the $10.190470376811595 per share trust value trajectory, the December 2027 liquidation window, or any pending deal mechanics. However, it shifts the liquidity structure for existing holders by enabling the bifurcation of compound units into independent equity and derivative instruments by early February 2026. This separation may influence secondary market depth, volatility, and how SPAC investors adjust exposure or hedge against redemption outcomes ahead of the business combination vote.
What changed: Quarterly report (Form 10-Q) for the period from July 11, 2025 (inception) to September 30, 2025, filed by Bluerock Acquisition Corp., a blank check company that completed its IPO on December 12, 2025, after the reporting period. First quarterly report as a public shell company. Reports formation, issuance of 5,750,000 Class B founder shares (after surrender of 1,916,667 shares), and net loss of $49,503. Subsequent event: IPO of 17,250,000 units at $10.00 per unit on December 12, 2025, generating gross proceeds of $172,500,000, plus private placement of 4,500,000 warrants at $1.00 each. Trust account established with $172,500,000. Sponsor made administrative services agreement. No business combination target identified yet. Why it matters: Establishes the baseline trust value ($10.00 per unit as of IPO), 24-month deadline (December 12, 2027), and sponsor conduct. Confirms sponsor surrendered 1,916,667 founder shares and transferred 60,000 shares to independent directors. Provides warrant terms (exercise price $11.50, 30-day exercisability after business combination, etc.). Investors should note that the trust per share may have increased due to interest; the filing shows $10.00 initial but actual trust value may be higher as per user input $10.19047. The Q4 2025 financials will reflect the IPO proceeds.
What changed: This document is a Form 4 insider ownership report, classified as a routine compliance exhibit filed under Section 16(a) of the Securities Exchange Act to publicly disclose direct or indirect purchases and sales of equity securities by officers, directors, and principal stockholders. According to the filing dated 2026-01-23, reporting person Kamfar Ramin, explicitly identified in the document as the company’s director, CEO, Chairman, and 10% owner, disposed of 35,000 shares at $105 per share. Following this transaction, the filing records that Mr. Ramin owns 5,655,000 shares. The Form 4 also names Bluerock Acquisition Holdings, LLC as a reporting director and 10% owner, but provides no specific transaction data for the entity in this excerpt. The document makes no reference to changes in the SPAC’s trust value of $10.190470376811595 per share, does not propose an extension, does not amend the redemption deadline of 2027-12-12, and does not alter the announced DEAL_ANNOUNCED status or any pending target combination metrics. Why it matters: This filing does not mechanically affect redemption calendars, trust account distributions, or merger deadlines, but it directly informs investor assessments of sponsor conduct and executive alignment ahead of a de-SPAC transaction. The disclosed executive disposition at $105 per share stands in stark contrast to the stated public trust value of $10.190470376811595 per share, indicating the sold securities were either warrant-backed units, privately held founder shares, or secondary market trades priced independently of the trust pool. Because the Form 4 solely updates beneficial ownership ledgers without triggering special resolutions, the 2027-12-12 deadline remains contractually intact. Investors tracking cash flow waterfalls, lock-up expirations, and insider retention ratios should treat this disclosure as a transparency event regarding executive liquidity rather than a structural shift in the SPAC’s capitalization or timeline. Per the issuer’s regulatory submission, no new terms, amendment proposals, or target valuation revisions accompany this insider trade report.
What changed: A Form 8-K Current Report under Item 5.02 announcing the appointment of an independent board member and the execution of related indemnification, voting, and registration rights agreements. Effective 2026-01-23, the board appointed Ziv Conen as a Class II independent director. He received 35,000 Class B ordinary shares from the Sponsor and executed a letter agreement binding him to vote in favor of proposed business combinations, refrain from redeeming his shares, and facilitate liquidation within 24 months of the public offering if no deal is completed. The filing reconfirms standard redemption and trust mechanics, leaving the 2027-12-12 deadline and the $10.190470376811595 per-share trust value entirely unaltered. No amendments to the charter affecting shareholder redemption rights were proposed. Why it matters: The document explicitly codifies sponsor economics that directly impact net asset value calculations if the SPAC liquidates. According to the Letter Agreement, the Sponsor is entitled to up to $20,000 per month for administrative services for a maximum of twelve months, advance up to $300,000 in working capital loans repayable solely from funds outside the Trust Account, and convert up to $1,500,000 of those loans into warrants at $1.00 per warrant. Private Placement Warrants totaling 4,500,000 were initially purchased for an aggregate price of $4,500,000. Meanwhile, according to the Company’s disclosure, appointing Mr. Conen brings verified expertise in cybersecurity, cloud infrastructure, DevOps, and AI through his tenure at New Era Capital Partners, alongside prior digital transformation leadership at McKinsey & Company and operational command in the Israeli Intelligence Corps’ Unit 8200. This governance shift signals active board maturation ahead of the acquisition window, though the filing confirms no family relationships, no undisclosed material transactions, and no arrangements with third parties that triggered the appointment.
What changed: A routine compliance exhibit—specifically an SEC Form 3 initial beneficial ownership report for Bluerock Acquisition Corp., filed 2026-01-23, identifying Reporting Person Conen Ziv (director). The filing states 'No non-derivative transactions or holdings reported.' Consequently, there are no recorded changes to trust value per share, redemption mechanics, the announced deal status, or any director, officer, or 10% shareholder position. Why it matters: Form 3 submissions are mandatory administrative disclosures under Section 16(a) of the Securities Exchange Act triggered by new director appointments or initial equity positions. Because the report declares zero non-derivative transactions or holdings, it does not alter the redemption calendar, trust account trajectory, extension considerations, or merger progression toward the 2027-12-12 deadline. It also contains no substantiated claims about customers, revenue, market size, strategy, technology, partnerships, litigation, or personnel. Per the report's own assertion, this filing serves strictly as a regulatory compliance record for Conen Ziv, providing no actionable financial, operational, or sponsor-conduct intelligence for investors tracking SPAC execution.
What changed: A Form 8-K current report disclosing the consummation of Bluerock Acquisition Corp.’s initial public offering and private placement on December 12, 2025, accompanied by an audited balance sheet and comprehensive financial statement notes. Per the 8-K and accompanying Exhibit 99.1 balance sheet prepared by Company management and audited by WithumSmith+Brown, PC: The company sold 17,250,000 units at $10.00 per unit, generating $172,500,000 in gross proceeds, and simultaneously completed a private placement of 4,500,000 warrants at $1.00 per warrant for $4,500,000 in gross proceeds. According to the filing, the Sponsor (Bluerock Acquisition Holdings, LLC) acquired 3,000,000 of these private warrants for $3,000,000, while the underwriter representative (Cantor Fitzgerald & Co.) acquired 1,500,000 for $1,500,000. Management states that $172,500,000 was deposited into a U.S.-based trust account overseen by Continental Stock Transfer & Trust Company, a sum that includes up to $7,350,000 of deferred underwriting commissions. The company’s governing documents mandate a 24-month period from the December 12, 2025 closing to complete a business combination, with extensions achievable only through shareholder approval of amended constitutional documents. Redemption pricing is set at a pro rata Trust Account balance, initially anticipated to be $10.00 per public share plus net interest, with up to $100,000 of interest reservable for taxes or liquidation expenses. Regarding sponsor conduct, the filing attributes to the Sponsor an agreement to waive redemption rights on founder shares and post-offering purchases, a pledge to vote founder shares in favor of any business combination, and a transfer of 60,000 founder shares to independent directors recognized at $187,140 total ($3.12 per share) under ASC 718. The Sponsor also receives $20,000 per month in administrative support fees for up to 12 months, of which $2,000 was accrued as of the balance sheet date, and previously settled a $300,000 non-interest-bearing promissory note. The underwriters retain rights to $7,350,000 in deferred fees only upon successful combination, waiving them otherwise. As of December 12, 2025, the audited balance sheet records $879,728 in unrestricted cash, $23,100 in prepaid expenses, $172,500,000 in the trust account, $173,402,828 in total assets, $7,462,000 in total liabilities, and a shareholders’ deficit of $(6,559,172). The entity formerly operated as 'Bluerock AI 500 Acquisition Corp.' until a name change recorded on August 13, 2025. Executive Officer Jordan B. Ruddy, acting as President, signed the report. The notes further detail 10,250,000 outstanding warrants (5,750,000 public, 4,500,000 private), each carrying an $11.50 exercise price, and establish that founder shares were originally issued for $25,000 aggregate ($0.003 per share) with 750,000 forfeitable units eliminated due to the full exercise of the 2,250,000-unit over-allotment option. Why it matters: This filing locks in the foundational capital structure and regulatory clock for BLRK investors. By confirming the full exercise of the over-allotment option, it eliminates potential founder share dilution risk tied to partial exercises while cementing the $172,500,000 trust balance that caps maximum shareholder redemption payouts. The explicit 24-month completion window, coupled with mandatory shareholder votes for any timeline amendments, defines the exact horizon for redemption deadlines and extension ballots. Sponsor alignment provisions—including founder share voting pledges, indemnification undertakings, and deferred fee waivers—reduce certain counterparty risks but also concentrate post-combination equity control. The $7,350,000 deferred underwriting obligation creates a direct correlation between successful merger execution and cash outflows from the trust, directly impacting net residual value if redemptions occur. Furthermore, the transition from 'Bluerock AI 500 Acquisition Corp.' signals a strategic pivot in target industry focus ahead of operations commencement.
What changed: An 8-K current report filing, filed Dec. 16, 2025, reporting the closing of Bluerock Acquisition Corp.'s initial public offering (IPO) on Dec. 10 & 12, 2025, and the entry into related agreements. The SPAC consummated its IPO: 17,250,000 units sold at $10/unit, generating $172,500,000 gross proceeds. The trust received $172,500,000 (including up to $7,350,000 deferred underwriting commission). Deadline for a business combination is 24 months from closing (Dec. 2027). Sponsor purchased 3,000,000 private placement warrants and Cantor purchased 1,500,000 private placement warrants at $1.00/warrant. The board was appointed with a classified structure (Classes I & II). A Second Amended and Restated Memorandum and Articles was adopted. Why it matters: This filing establishes the SPAC's initial trust value at ~$10.190470376811595 per share (the trust deposit of $172,500,000 divided by 17,250,000 public shares) and sets a 24-month deadline (Dec. 12, 2027) for a business combination. It locks in the sponsor's founder shares (subject to partial forfeiture), and details the lock-ups: founder shares locked until 180 days after deal or $12/share for 20/30 days; private warrants locked 30 days after deal. No target has been identified or contacted. The registration rights agreement (Ex-10.3) provides Sponsor and Representative demand registration rights (up to 3 total, including 1 for Rep) and piggyback rights.
What changed: Rule 424(b)(4) Prospectus for an initial public offering. The prospectus discloses that Bluerock Acquisition Corp. has not selected a business combination target and has initiated no substantive discussions regarding a deal. It establishes a trust account funded at $150,000,000 (rising to $172,500,000 if the underwriters exercise their 45-day over-allotment option in full). It sets a 24-month deadline from closing to consummate a business combination or face liquidation. Why it matters: Despite the prompt's DEAL_ANNOUNCED tag, the Company states in the prospectus that early-stage pre-target status prevails and IPO mechanics are being standardized. Investors bear immediate and substantial dilution risks stemming from the founder shares' nominal cost and the anti-dilution ratchet, which the filing explicitly warns may result in material dilution to public shareholder equity interests. Structural conflicts are highlighted: management members concurrently allocate time to other businesses, R.
The sponsor
The people who set this company up, what they have done before, and the advisers around the deal.
Bluerock 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 1280 tracked SPACs (24%) are attached to a scored sponsor. This card fills in by itself as the research lands.
Deal team — named in the prospectus
- Cantor Fitzgerald & Co.Lead-left
- Brookline Capital MarketsCo-manager
- Clear Street LLCCo-manager
Read from this SPAC’s own prospectus; the arrow opens the filing. Firms link to their full mandate record.
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
That was the figure at listing. It is $10.19 a share today — interest on the account, plus any sponsor payments made to extend the deadline, spread over the shares that never cashed out.
from 424B4 0001213900-25-120856
as of 9 September 2026
Trading & liquidity
Company profile
DEAL: Yellow.ai $365M
Directors & officers
- Simon AdamiyattChief Financial Officer, Treasurer
- Christopher VohsChief Financial Officer, Treasurer
- Jason EmalaChief Legal Officer, Secretary
- Peter CottonDirector
- Andrew WekslerDirector
- Harrison SeidemanOfficer/Director
- Julia PhillipsChief Strategy Officer
- Ramin KamfarCEO and Chairman
- Ziv ConenDirector
- Ryan S. MacDonaldChief Investment Officer
- Jordan B. RuddyPresident
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
1 filer with a stake on file · 1 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.
- Bluerock Acquisition Holdings, LLC24.6% · SC 13GApr 1, 2026 fresh
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.
News
company wires and the financial pressReporting we have matched to this ticker. Headlines belong to the outlets that wrote them.
Show the headlines
- Bluerock Private Real Estate Fund to Provide Semi-Annual Update on Strategic Roadmap to Maximize Shareholder Value; Host Webinar on October 6th Open to All Shareholders and Financial Advisors
PR NewswireSep 8, 2026
- Bluerock Private Real Estate Fund Announces Monthly Distribution for September 2026
PR NewswireSep 4, 2026
- Yellow.ai, a Global Leader in Enterprise Agentic AI, to Go Public via ...
PR Newswireundated by the source
6 social posts mention this ticker — unverified retail chatter, not reporting
- Yellow.ai Goes Public via SPAC Merger with Bluerock Acquisition ... — linkedin.com
- Bluerock to Redomicile and Merge with Yellow.ai | BLRKU SEC Filing — StockTitan
- Yellow.ai, a Global Leader in Enterprise Agentic AI, to Go Public via ... — aol.com
- Yellow.ai Acquires Call Centres with Bluerock SPAC Deal - LinkedIn — linkedin.com
- Bluerock Acquisition to Merge With Yellow.ai in $300M Stock Deal — TradingView
- Yellow.ai's IPO Aim: a $550M SPAC Deal to Turn BPOs ... - CMSWire — cmswire.com
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
38 full SEC filing texts archived — searchable, never lost.
- Vault note — BLRK (Bluerock)
vault-note · /vault/tickers/BLRK
- Vault deal note — Yellow.ai (BLRK)
vault-note · /vault/deals/yellow-ai
Listed peers
Market data 2026-08-19Who this business is like, and what the market pays for them.
Market data as of 2026-08-19 (21 days old). A forward multiple is a market opinion on one day, not a filed figure.
Selected from a listed universe by sector and by business description — not from the SPAC's stated mandate. 7 hand-picked comp(s) are kept alongside and were not rewritten.
3.1x forward EV/Sales — median of n=6 of 7 selected peers (1 publish none), Market data as of 2026-08-19. 1 of the 7 counted comparables publish no forward EV/Sales and are excluded from the median rather than entered as zero (IFBD). Adjacent comps are never counted.
Operational · 2 — the same sector on a weaker description match, or a neighbouring sector on a strong one
- IFBD Infobird Co Ltd$8m · — fwd EV/Sales · sim 0.12
Operational comp: Software (NEC); micro-cap ($8m); shares bpo, saas, clients, customer, software, service with the target's own description; no forward EV/Sales published — counted as a peer, excluded from the median.
- AI C3.ai Inc$1.3bn · 4.3× fwd EV/Sales · sim 0.09
Operational comp: Software (NEC); small-cap ($1.3bn); shares agentic, enterprise, models, saas, pre, software with the target's own description; forward EV/Sales 4.3x.
Hand-picked · 7 — written by hand before the engine existed, and kept: no engine has overwritten a curated comp
- CNXC Concentrix Corporation$2.3bn · 0.6× fwd EV/Sales
Concentrix is the listed giant of the human BPO/CX-outsourcing market Yellow.ai plans to roll up and AI-transform; values the acquisition side of the story.
- FIVN Five9, Inc.$1.6bn · 2.0× fwd EV/Sales
Five9 sells cloud contact-center software with an AI-agent overlay - the most direct listed comp for AI-driven customer-service automation revenue.
- LPSN LivePerson Inc$46m · 1.7× fwd EV/Sales
LivePerson is a direct conversational-AI/chatbot competitor for enterprise customer engagement - and a cautionary comp on decelerating conversational-AI revenue.
- NICE NICE Ltd— · — fwd EV/Sales
NICE is the scaled leader in AI-powered customer-experience/contact-center software (CXone), the incumbent Yellow.ai's agentic CX platform attacks.
- SOUN SoundHound AI, Inc.$4.2bn · 12.2× fwd EV/Sales
SoundHound AI is the listed pure-play voice/agentic-AI platform at a comparable revenue scale, benchmarking what the market pays for unprofitable conversational-AI growth.
- TWLO Twilio Inc.$21.6bn · 5.7× fwd EV/Sales
Twilio provides the customer-engagement/communications infrastructure layer Yellow.ai's channels ride on; scaled comp for usage-based CX software.
- VRNT Verint Systems Inc.— · — fwd EV/Sales
Verint's CX automation/'agent bot' platform serves the same enterprise contact-center buyers with an AI-outcomes pitch.
Reality check: Robotics deSPAC median: $0.89. AI hype has not translated into SPAC premiums. (SPACInsider via Institutional Investor, Feb 2026)
Cash in trust over time
XBRL, per filingHow much cash has stood behind each share at each filing date.
Show the filed values
- 30 June 2026$10.19
- 31 March 2026$10.10
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 trail11 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.
sponsor "Bluerock Acquisition Holdings, LLC" (SEC CIK 0002081441) sourced from Form 3 reportingOwner (10% owner) acc 0001213900-25-120257.
warrantStrike=11.5, warrantCallPrice=18, unitSeparationDays=52 from the definitive prospectus (0001213900-25-120856). NOT FILLED: rightShareRatio — no stated candidate
metric=pro-forma equity value ~$550M (Yellow.ai pre-money $300M); prior 365; src PR 8-K acc 0001213900-26-084282
BC vote not yet scheduled as of 2026-08-13 (no merger proxy/424B3 on EDGAR yet); outside date not in 8-K body (in BCA exhibit).
Primary-source deal structure (0001213900-26-084282, 0001213900-26-087789, 0001213900-25-123337). effective equity $554M vs headline $300M (+84.7%) [pro-forma-stated, high]: public-shares=55.4M sh/$554M | Minimum cash is affirmatively ABSENT: 'In addition, there is no minimum cash requirement in order to consummate the Business Combination.' 'Available Closing Cash' is defined only as a contribution mechanic. | pipeSizeM 30 is the press-release 'committed' figure = $5M equity PIPE plus the $25M initial convertible note; total note capacity is up to $50M | No termination fee disclosed | Sponsor forfeits 750,000 Class B shares and 2,000,000 private placement warrants at Closing and transfers up to 1,000,000 Commitment Shares to Equity PIPE Investors — promote reduction not reflected in promotePct | No S-4 filed yet (BCA signed 2026-07-31) — pro-forma share count unavailable
old=550 new=300 basis=equity at close (pre-money equity value = BCA Aggregate Consideration) acc=0001213900-26-084282 — 8-K Item 1.01: "Aggregate Consideration means the number of shares of Pubco Common Stock equal to: (a) $300,000,000 divided by (b) $10.00". Press release (ex99-1, same accession): "Under the terms of the BCA, the Business Combination values Yellow.ai at a pre-money valuation of approximately $300 million." The prior 550 was the post-money figure from the same release: "The Business Combination ascribes a pro forma equity value of approximately $550 million to the combined company" (also the release title, "via $550 Million Merger") — documented here, not used as the headline. Contingent consideration excluded from the headline: up to 17.5M earnout shares.
headline changed to $300M after the original write; effective equity re-derived.
expected close as filed: "TBD" — not a period the filing stated; stored NULL.
expected close as filed: "second half of 2026" — typed as H2 2026; the remainder is attribution, not a stated close.
Business-combination-agreement outside date: either party may terminate if the closing has not occurred by this date. This is the DEAL walk-away date, not the charter deadline (2027-12-12). From 8-K acc 0001213900-26-084282 filed 2026-08-02: "ances include (i) by mutual written consent of Bluerock and Yellow; (ii) by Bluerock or Yellow if the Closing has not occurred on or before «March 31, 2027» (or such later date agreed in writing by the Parties); (iii) by Yellow, if at any time prior to the receipt of Bluerock Shareholder Approval, the board of directors of Bluerock has am"
Derived: 10-Q acc 0001213900-26-087789 states a 24-month completion window from the IPO closing on 2025-12-12. No filing restates it as a calendar date. Extension mechanism: shareholder-vote, from the cited filing: "For the avoidance of doubt, the time to complete a Business Combination shall not be extended beyond 24 months without a shareholder vote."