BTAQ SEC filings, in plain English

• SC 13G/A6 February 20230001085146-23-000645
• 15-12B11 March 20220001104659-22-032739
• 25-NSE1 March 20220001354457-22-000163
• 25-NSE1 March 20220001354457-22-000161
• 25-NSE1 March 20220001354457-22-000162
• SC 13G15 February 20220001085146-22-001155
• SC 13G/A14 February 20220001104659-22-022657
• SC 13G/A14 February 20220001104659-22-021233
• SC 13G/A11 February 20220001214659-22-002392
• 8-K4 February 20220001104659-22-012004
• SC 13G/A28 January 20220001104659-22-008693
• SC 13G/A27 January 20220001193125-22-019706
• SC 13G/A26 November 20210001104659-21-143908
• 10-Q15 November 20210001104659-21-138947
  What changed vs 2021-08-13trust $346.7M → $346.8M +0%shares 31.1M → 34.5M +11%
  trust account, redeemable shares, combination deadline +12 moved · 2 with no prior record of ours

  Trust account

  $346.7M→$346.8M

  SpacBrain reads this as $5,236 was added to the trust between the two filings.

  The clause …“297,287 ​ ​ 136,636 Total current assets ​ 370,837 ​ ​ 1,111,451 Investments held in Trust Account ​ 346,752,305 ​ ​ 346,736,767 Total assets ​ $ 347,123,142 ​ $ 347,848,218 ​ ​ ​ ​ ​ ​ ​ Liabilities, Class A Ordinary Shares Subject to”…

  Redeemable shares

  31.1M→34.5M

  SpacBrain reads this as 3,359,765 more shares carry a redemption right.

  The clause “0,000,000 shares authorized; 1,062,500 shares issued and outstanding (excluding 34,500,000 shares subject to possible redemption) as of September 30, 2021 and December 31, 2020 ​ 106 ​ ​ 106 Class B ordinary shares, $ 0.0001 par value;”…

  Combination deadline

  2022-02-28 · unchanged

  The clause …“our ability to continue as a going concern. If we are unable to complete a Business Combination by February 28, 2022 (unless such a period is extended as described herein), then we will cease all operations except for the purpose of”…

  Going-concern doubt

  stated · unchanged

  The clause …“that its estimate is accurate. In connection with the Company’s assessment of going concern considerations in accordance with FASB ASC Topic 205-40, “Presentation of Financial Statements — Going Concern,” management has determined that”…

  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.

• SC 13G27 August 20210001104659-21-110521
• 10-Q13 August 20210001104659-21-105100
  What changed vs 2021-06-09trust $346.7M → $346.7M +0%shares 31.0M → 31.1M +1%
  trust account, redeemable shares, combination deadline +12 moved · 2 with no prior record of ours

  Trust account

  $346.7M→$346.7M

  SpacBrain reads this as $5,180 was added to the trust between the two filings.

  The clause …“​ 77,080 ​ ​ 136,636 Total current assets ​ 798,876 ​ ​ 1,111,451 Investments held in Trust Account ​ 346,747,069 ​ ​ 346,736,767 Total assets ​ $ 347,545,945 ​ $ 347,848,218 ​ ​ ​ ​ ​ ​ ​ Liabilities and Shareholders' Equity ​ ​ ​ ​”…

  Redeemable shares

  31.0M→31.1M

  SpacBrain reads this as 186,055 more shares carry a redemption right.

  The clause …“and Contingencies ​ ​ ​ ​ Class A ordinary shares, $ 0.0001 par value; 31,140,235 and 29,512,635 shares subject to possible redemption at $ 10.05 per share as of June 30, 2021 and December 31, 2020, respectively ​ 312,959,362 ​ ​”…

  Combination deadline

  2022-02-28 · unchanged

  The clause …“our ability to continue as a going concern. If we are unable to complete a Business Combination by February 28, 2022, then we will cease all operations except for the purpose of liquidating. No adjustments have been made to the”…

  Going-concern doubt

  stated · unchanged

  The clause …“that its estimate is accurate. In connection with the Company’s assessment of going concern considerations in accordance with FASB ASC Topic 205-40, “Presentation of Financial Statements — Going Concern,” management has determined that”…

  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.

• 8-K9 June 20210001104659-21-078850
• 10-Q9 June 20210001104659-21-078337
  What changed vs 2020-11-12trust $346.7M → $346.7M +0%going concern APPEAREDshares 32.9M → 31.0M -6%
  trust account, going-concern doubt, redeemable shares +13 moved · 1 with no prior record of ours

  Trust account

  $346.7M→$346.7M

  SpacBrain reads this as $12,068 was added to the trust between the two filings.

  The clause “36 ​ ​ Total current assets ​ ​ ​ ​ 967,857 ​ ​ ​ ​ ​ 1,111,451 ​ ​ Investments held in Trust Account ​ ​ ​ ​ 346,741,889 ​ ​ ​ ​ ​ 346,736,767 ​ ​ Total assets ​ ​ ​ $ 347,709,746 ​ ​ ​ ​ $ 347,848,218 ​ ​ Liabilities and Shareholders’”…

  Going-concern doubt

  not stated→stated

  SpacBrain reads this as the substantial-doubt sentence is in this filing and not in the previous one.

  The clause …“that its estimate is accurate. In connection with the Company’s assessment of going concern considerations in accordance with FASB ASC Topic 205-40, “Presentation of Financial Statements — Going Concern,” management has determined that”…

  Redeemable shares

  32.9M→31.0M

  SpacBrain reads this as 1,968,862 shares are no longer redeemable.

  The clause …“​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Class A ordinary shares, $0.0001 par value; 30,954,180 and 29,512,635 shares subject to possible redemption at $10.05 per share as of March 31, 2021 and December 31, 2020, respectively ​ ​ ​ ​”…

  Combination deadline

  not previously extracted→2022-02-28

  The clause …“our ability to continue as a going concern. If we are unable to complete a Business Combination by February 28, 2022, then we will cease all operations except for the purpose of liquidating. No adjustments have been made to 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.

• 10-K/A4 June 20210001104659-21-077190
• 8-K3 June 20210001104659-21-076341
• NT 10-Q18 May 20210001104659-21-068862
• 8-K14 May 20210001104659-21-066953
• 10-K23 March 20210001104659-21-040021

  What changed: Fiscal 2020 annual report. Investments held in trust were $346,736,767 at December 31, 2020, roughly $10.05 per public share. Cash was $974,815 with $136,636 of prepaid expenses against only $89,352 of current liabilities, giving working capital of about $1.0 million, plus $12,075,000 of deferred underwriting. 32,903,867 Class A ordinary shares were classified as redeemable at $10.05, or $330,683,863, alongside 8,625,000 Class B shares. The sponsor note of about $188,000 was repaid on September 3, 2020, and no trust interest was available for taxes. Why it matters: The auditor's report carries an explanatory paragraph expressing substantial doubt about going concern, driven not by the balance sheet, which is comfortable, but by the mandatory liquidation date of February 28, 2022. Extensions are expensive and sponsor-funded: $1,138,500, or $0.033 per public share, per monthly extension up to $6,831,000 for six months, and only as a loan. Trust is over-funded at $10.05, so the redemption floor sits above the $10.00 IPO price.

• SC 13G16 February 20210001214659-21-001955
• SC 13G/A16 February 20210001104659-21-024135
• SC 13G12 February 20210001104659-21-020875
• SC 13G/A11 February 20210001357550-21-000004
• SC 13G9 February 20210001104659-21-016319
• SC 13G/A5 February 20210001193125-21-030376
• SC 13G/A29 January 20210001193125-21-021559
• SC 13G4 January 20210001104659-21-000292
• 10-Q12 November 20200001193125-20-291762

  What changed: First funded 10-Q: investments held in Trust Account are $346,729,821 at September 30, 2020, with 32,923,042 Class A shares subject to possible redemption at $10.00 = $330,876,572, 2,639,458 Class A outside and 8,625,000 Class B. Deferred underwriting is $12,075,000 and total liabilities $12,629,296. Cash outside trust is about $1.6 million with working capital of about $1.2 million. The same company reported NO CASH and a $265,000 working capital deficit at June 30, 2020. Why it matters: The two consecutive 10-Qs of this company are a clean illustration for the pipeline: one has no trust and no cash, the next has $346.7 million, and only the second supports any trust or per-share figure. The trust amount is a September 30, 2020 balance and the $10.00 is the net-tangible-asset carrying value, not a redemption price. Cover reconciles: 32,923,042 + 2,639,458 = 35,562,500 Class A. Nothing was written to any trust or price field.

  trust account, redeemable sharesnothing moved · 2 with no prior record of ours

  Trust account

  not previously extracted→$346.7M

  The clause “$ 1,570,008 Prepaid expenses 206,042 Total current assets 1,776,050 Investments held in Trust Account 346,729,821 Total assets $ 348,505,871 Liabilities and Shareholders’ Equity Current liabilities: Accounts payable $ 474,721 Accrued”…

  Redeemable shares

  not previously extracted→32.9M

  The clause “9,296 Commitments and Contingencies Class A ordinary shares, $0.0001 par value; 32,923,042 shares subject to possible redemption at $10.00 per share 330,876,572 Shareholders’ Equity: Preference shares, $0.0001 par value; 2,000,000 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.

• 10-Q6 October 20200001193125-20-264814

  What changed: First 10-Q of a company incorporated June 4, 2020, covering the period to June 30, 2020: NO CASH at the balance-sheet date, a working capital deficit of about $265,000, and liquidity limited to the Sponsor's $25,000 for founder shares plus about $26,000 drawn on a note. There is no trust account in the period. The cover reports 35,562,500 Class A and 8,625,000 Class B ordinary shares outstanding at October 6, 2020, all created by an IPO that closed after the period end. Why it matters: Another pre-IPO stub period filed as a 10-Q three months after it ended: no trust figure exists to quote, and the cover share counts cannot reconcile to a balance sheet that predates the offering. Nothing was written to any trust, price or status field.

• 8-K6 October 20200001193125-20-264328
• 8-K21 September 20200001193125-20-250277
• 421 September 20200000899243-20-025787
• 8-K4 September 20200001193125-20-239900

  What changed: Item 8.01: Burgundy Technology Acquisition reports that it completed its IPO on August 31, 2020 of 30,000,000 units at $10.00 for $300,000,000 gross, each unit being one ordinary share and one-half of a warrant exercisable at $11.50, and that the concurrent private placement of 950,000 units at $10.00 raised $9,500,000. It states that a total of $301,500,000 of the net proceeds from the IPO and the private placement was deposited in a trust account for the benefit of public shareholders. An audited balance sheet as of August 31, 2020 is attached as Exhibit 99.1. Why it matters: Gives the trust deposit the September 1 Item 1.01 report did not: $301,500,000 against 30,000,000 public units. Note the share is described here as an 'ordinary share' where the company's own August 31 report describes the unit as containing a 'Class A ordinary share'; the two filings use different names for the same security three days apart, so the class label should be taken from the charter rather than from either 8-K.

• SC 13G4 September 20200001193125-20-239615
• SC 13G3 September 20200001193125-20-238774
• 8-K1 September 20200001193125-20-236880

  What changed: Item 1.01: Burgundy Technology Acquisition consummated its IPO on August 31, 2020 of 30,000,000 units at $10.00 for $300,000,000 gross, each unit one Class A ordinary share and one-half of a warrant exercisable at $11.50, with the underwriters granted a 45-day option for up to 4,500,000 further units. It lists the agreements entered, all dated August 26, 2020: underwriting (Mizuho Securities USA as representative), warrant, letter, trust, registration rights and private placement units purchase. Item 3.02: a concurrent private placement of 950,000 units at $10.00 raised $9,500,000. Why it matters: Establishes the shell's size, warrant coverage and sponsor stake. Note the sponsor bought UNITS at $10.00 rather than warrants at $1.00-$1.50, so the sponsor's at-risk capital here sits in whole units. The filing states no underwriting discounts or commissions were paid on the private placement and that it relies on the Section 4(a)(2) exemption. The over-allotment option was outstanding, not exercised, as of this report.

The complete BTAQ filing history on EDGAR