BOAS SEC filings, in plain English
Everything BOA Acquisition Corp. has filed with the SEC that we hold — 40 filings, newest first, 1 with a plain-English summary of what changed and why it matters. Every row links to the primary document on EDGAR, so you can check the source rather than trust us.
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What changed: DEFM14A filed September 30, 2022: BOA Acquisition Corp.'s definitive proxy/prospectus for the combination with Selina Hospitality PLC under the Business Combination Agreement dated December 2, 2021, as amended. Samba Merger Sub, Inc. merges into BOA, which survives as Selina's direct wholly owned subsidiary, and BOA's securityholders become Selina securityholders. Selina registers up to 28,750,000 ordinary shares, 14,241,666 warrants and 14,241,666 ordinary shares underlying those warrants. The special meeting is at 9:00 a.m. New York time on October 21, 2022, by webcast. Why it matters: The Minimum Cash Condition, as amended, is $55,000,000 of trust proceeds after redemptions plus PIPE proceeds — and the PIPE is 5,545,000 Selina ordinary shares at $10.00, $55.5 million, so the PIPE alone all but satisfies it. Trust held approximately $231.1 million, about $10.05 per public share as of September 27, 2022, and the Initial Stockholders hold about 20% of BOA common stock. The sponsor also pays for the convertible-note financing out of its own promote: it transfers Class B shares to the 2022 Convertible Note Investors equal to between 2.5% and 7.5% of each investor's principal.
outside datenothing moved · 1 with no prior record of ours
- Outside date
- no earlier filing2022-10-25
SpacBrain reads this as the agreement may be terminated from 2022-10-25.
The clause …“Business Combination Agreement Amended was executed, pursuant to which the outside date was extended to October 25, 2022 and the Cash Proceeds Condition was reduced to $55.0 million, (ii) the parties to Bet on America Holdings LLCs”…
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 2022-05-12trust $230.0M → $230.3M +0%
trust account, combination deadline, going-concern doubt +11 moved · 3 with no prior record of ours
- Trust account
- $230.0M$230.3M
- Combination deadline
- 2023-02-26 · unchanged
- Going-concern doubt
- stated · unchanged
- Redeemable shares
- 23.0M · unchanged
SpacBrain reads this as $313,919 was added to the trust between the two filings.
The clause …“current assets 241,148 1,040,886 NONCURRENT ASSETS Cash held in trust account 230,329,107 230,011,790 Other assets — 22,917 Total noncurrent assets 230,329,107 230,034,707 TOTAL ASSETS $”…
The clause …“Topic 205-40, Presentation of Financial Statements—Going Concern, the Company has until February 26, 2023, to consummate an initial business combination. It is uncertain that the Company will be able to consummate an initial business”…
The clause …“and mandatory liquidation and potential subsequent dissolution raises substantial doubt about the Company’s ability to continue as a going concern. No adjustments have been made to the carrying amounts of assets or liabilities”…
The clause …“uncertain future events. Accordingly, at June 30, 2022 and December 31, 2021, 23,000,000 shares of Class A common stock subject to possible redemption are presented at redemption value as temporary equity, outside of the stockholders’”…
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 2021-11-05trust $230.0M → $230.0M +0%going concern APPEARED
trust account, going-concern doubt, combination deadline +12 moved · 2 with no prior record of ours
- Trust account
- $230.0M$230.0M
- Going-concern doubt
- not statedstated
- Combination deadline
- not previously extracted2023-02-26
- Redeemable shares
- 23.0M · unchanged
SpacBrain reads this as $8,242 was added to the trust between the two filings.
The clause …“current assets 498,268 1,040,886 NONCURRENT ASSETS Cash held in trust account 230,015,188 230,011,790 Other assets — 22,917 Total noncurrent assets 230,015,188 230,034,707 TOTAL ASSETS $”…
SpacBrain reads this as the substantial-doubt sentence is in this filing and not in the previous one.
The clause …“and mandatory liquidation and potential subsequent dissolution raises substantial doubt about the Company’s ability to continue as a going concern. No adjustments have been made to the carrying amounts of assets or liabilities”…
The clause …“Topic 205-40, Presentation of Financial Statements—Going Concern, the Company has until February 26, 2023, to consummate an initial business combination. It is uncertain that the Company will be able to consummate an initial business”…
The clause …“future events. Accordingly, at March 31, 2022 and December 31, 2021, 23,000,000 shares of Class A common stock subject to possible redemption are presented at redemption value as temporary equity, outside of the stockholders’”…
Read from stored SEC filing text by a regex — no model is involved — and each side links to the filing it came from. “Not previously extracted” is a statement about our record, not about the company: the clause may be present in wording we do not match.
In plain English
Redemption deadlinethe last day to hand shares back for cash
Set by the filing that calls the meeting. Tender after it and the company is under no obligation to pay you the trust value.
Cash in trust / trust per sharethe cash the company is holding for each public share
Filed quarterly in the 10-Q's XBRL. It earns interest between filings, so the figure on a given day is slightly higher than the last filed one — where we show that we label it an estimate.
Accession numberthe SEC's unique id for one filing
Every figure on this page carries the accession of the filing that states it, so you can open the primary document rather than trust us.