DMAA SEC filings, in plain English
Everything Drugs Made In America Acquisition Corp. has filed with the SEC that we hold — 40 filings, newest first, 40 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: A Joint Filing Statement pursuant to Rule 13d-1(k) attached to a Schedule 13G/A beneficial ownership report. This exhibit formalizes a joint filing arrangement among First Trust Merger Arbitrage Fund, First Trust Capital Management L.P., First Trust Capital Solutions L.P., and FTCS Sub GP LLC for an amendment dated August 14, 2026. It records signatures from Joy Ausili (Trustee, Vice President, and Assistant Secretary) and Chad Eisenberg (Chief Operating Officer) acknowledging shared responsibility for timely, accurate submissions. Regarding tracked mechanics, the document contains zero references to redemption deadlines, trust accounting distributions, extension voting procedures, business combination progress, or sponsor governance actions. It provides no share totals, ownership thresholds crossed, or transaction dates that would alter liquidity parameters or deal timelines. Why it matters: As a purely administrative procedural attachment, this filing does not advance the redemption calendar, modify trust value mechanisms, signal extension maneuvers, indicate merger milestone achievement, or disclose sponsor conduct. No substantive business, financial, or operational claims are present: there are no statements regarding customers, revenue, market size, strategy, technology, partnerships, litigation, or personnel movements. Any inference about institutional positioning must be attributed to historical disclosures by First Trust executives or DMAA leadership; this exhibit itself offers no commercial data, confirming that the filing is immaterial to current investor decision-making frameworks.
What changed: Quarterly Report on Form 10-Q for the period ended June 30, 2026. The trust account decreased from $239,906,656 to $146,834,251 due to the redemption of 9,440,230 ordinary shares at approximately $10.52 per share in connection with the extension vote on April 27, 2026. The Company's working capital deficit widened from $363,981 to $2,875,440. The Sponsor defaulted on the share subscription receivable, resulting in 45,092 ordinary shares subject to cancellation. An interim convertible note of up to $500,000 was issued, with $350,000 outstanding, and extension advance notes of $600,000 (increased to $900,000 after July 27) were entered into with BV Advisory Partners. On April 29, 2026, the Company entered into a definitive merger agreement with PAGC; a third amendment was approved on July 14, 2026. The administrative services agreement was cancelled in March 2026. CEO and CFO compensation agreements were updated with share awards contingent on deal closing. Why it matters: This filing reveals a significant trust account reduction due to redemptions, a going concern warning, and the Sponsor's default on funding obligations, which could threaten the ability to complete the business combination with PAGC. The extension to April 2027 provides time but depends on continued investor deposits. The merger agreement with PAGC is progressing, but the Sponsor's inability to provide working capital raises uncertainty about deal closure. The Company's cash position and working capital deficit highlight liquidity risks.
What changed vs 2026-05-14trust $242.0M → $146.8M -39%trust account, redeemable shares, going-concern doubt +11 moved · 3 with no prior record of ours
- Trust account
- $242.0M$146.8M
- Redeemable shares
- not previously extracted600K
- Going-concern doubt
- stated · unchanged
- Mandate language
- we intend to focus our search for businesses in the pharmace… · unchanged
SpacBrain reads this as $95,186,165 left the trust between the two filings.
The clause …“Total current assets 69,184 12,191 Non-current assets Cash and investments held in Trust Account 146,834,251 239,906,656 Total non-current assets 146,834,251 239,906,656 TOTAL ASSETS $ 146,903,435 $ 239,918,847 LIABILITIES, ORDINARY”…
The clause “Ordinary shares by shareholders ( 9,440,230 ) ( 99,311,220 ) Extension Deposits 600,000 Ordinary shares subject to possible redemption, June 30, 2026 13,559,770 $ 145,173,027 10 Derivative Financial Instruments The Company evaluates its”…
The clause …“the date for mandatory liquidation and subsequent dissolution raise substantial doubt about the Company’s ability to continue as a going concern. These conditions raise substantial doubt about the Company’s ability to continue”…
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: Schedule 13G/A beneficial ownership amendment report filed by Karpus Management, Inc. The document is a routine Securities Exchange Act filing documenting a change in the beneficial ownership disclosure for shares of Drugs Made In America Acquisition Corp. Submitted on 2026-08-14 under identification number [0001072613-26-000664], the excerpt confirms only the filer (Karpus Management, Inc.), the instrument type, and the docket code. It reports no alterations to redemption window timing, trust account balances or per-share composition, extension motions, business combination milestones, sponsor management changes, or deal-related conduct. The filer has not disclosed share quantities, percentage thresholds crossed, acquisition dates, or transaction pricing in this excerpt, so no mechanical parameters affecting investor exit rights or merger approval sequences are updated here. Why it matters: As a Schedule 13G/A, the filing signals a regulatory update triggered by a threshold crossing, change in investment intent, or correction to prior disclosures, all of which can recalibrate shareholder coordination, proxy voting weight, and anticipated sell-side volume ahead of a proposed business combination. For SPAC participants tracking extension viability or redemption floors, subsequent schedule pages typically reveal whether the holder intends to retain positions past the merger vote or liquidate upon closing. Because the excerpt omits the operating schedule, investors must await the complete form to determine whether this amendment increases concentration, introduces coordinated selling pressure, or reflects passive indexing activity. The filing contains no statements regarding customer relationships, historical or projected revenue, addressable market sizing, corporate strategy, proprietary technology, partnership alignments, active litigation, or executive appointments; therefore, no fundamental valuations or strategic inflection points are established by this document alone.
What changed: A limited power of attorney executed pursuant to the Securities Exchange Act of 1934, authored by Mizuho Financial Group, Inc. and its subsidiary entities, designating authorized corporate officers to execute and file Form 13G amendments with the SEC. Per the filing text, the document contains no provisions, disclosures, or figures bearing on redemption deadlines, trust value, extension provisions, deal progress, or sponsor conduct. The exhibit exclusively confers administrative authority to complete and submit beneficial ownership forms on behalf of the undersigned Mizuho organizations. Why it matters: According to the exhibit, the filing contains no claims about customers, revenue, market size, strategy, technology, partnerships, litigation, or personnel changes relevant to the SPAC's operational or transactional trajectory. Because the document is purely a procedural authorization for SEC form execution, it does not alter any economic or governance timeline for DMAA shareholders, nor does it provide new information regarding the target business, trust account composition, or potential redemption triggers.
What changed: SCHEDULE 13G/A — beneficial ownership report. The filing updates beneficial ownership disclosures for Glazer Capital, LLC and Paul J. Glazer. The provided excerpt does not disclose share quantities, acquisition or disposition dates, or any adjustments to redemption deadlines, trust account distributions, extension mechanisms, business combination progress, or sponsor behavior. Why it matters: It functions solely as a regulatory transparency update on shareholder equity thresholds. Because the text lacks transactional data or operational commentary, it does not trigger or alter any SPAC structural mechanics for investors.
What changed: Form 8-K current report disclosing Omnibus Amendment No. 3 to the Definitive Merger Agreement between Drugs Made In America Acquisition Corp. and Power Analytics Global Corp. According to the amendment executed by DMAA Chief Executive Officer Roger E. Bendelac and PAGC Executive Chairman Keith Barksdale, DMAA acknowledges a post-extension redemption baseline of 13,559,770 public shares following the redemption of 9,440,230 shares for $99,336,016.67 on April 27, 2026. The agreement mandates the sponsor forfeit not less than 50% of founder shares, subject the remainder to earnout vesting if the closing price equals or exceeds $12.50 and then $15.00, require surrender of 430,000 private placement rights plus cancellation of 45,092 ordinary shares, reset minimum cash to a target of $30,000,000 and a floor of $15,000,000, fix merger consideration calculations to a fully diluted share count and a Reference Price of $10.00, authorize a $0.25 to $0.35 per right tender option, permit a PIPE of up to $150,000,000 alongside $500,000 in convertible notes to BV Advisory Partners LLC and $1,500,000 in working capital loans, establish an outside date of February 26, 2027 (with a hard business combination deadline of April 29, 2027), and mandate an independent fairness opinion due to an affiliated combination structure. Why it matters: The amendment exposes shareholders to significant dilution and timeline compression while pursuing a strategic expansion into artificial intelligence, advanced analytics, and quantum-resistant security solutions through a potential three-party combination valuing PAGC and an unidentified target together at $3,000,000,000, contingent on a definitive letter of intent by September 30, 2026. Executive compensation is detailed via fixed issuances of 250,000 shares to Roger E. Bendelac and 175,000 shares to Saleem Elmasri, while underwriting arrangements involve a deferred fee restatement with Clear Street LLC and lock-ups for 230,000 representative shares. The $15,000,000 cash floor fundamentally alters redemption calculus by tying available closing cash to valuation adjustments, whereas the pre-approved contingent Amendment No. 4 introduces dual-path execution risks and requires independent disinterested director approval for all structural determinations. These contractual shifts collectively reallocate economic risk away from public shareholders toward the sponsor and placement agents ahead of the proxy solicitation.
What changed: According to the registrant, this is a Form 8-K filed pursuant to Rule 425 under the Securities Act, serving as a written communication transmitting Omnibus Amendment No. 3 to the Definitive Merger Agreement between Drugs Made In America Acquisition Corp. (DMAA) and Power Analytics Global Corp. (PAGC). [MECHANICS] According to the Company in Item 1.01, the Boards of Directors approved the third amendment on July 14, 2026. The filing discloses that on April 27, 2026, shareholders approved charter amendments permitting extensions through April 29, 2027, authorizing monthly deposits of the lesser of $300,000 or $0.04 per non-redeemed public share. Prior redemptions removed 9,440,230 shares for $99,336,016.67, establishing a baseline of 13,559,770 public shares. The amendment mandates the Sponsor forfeit not less than 50% of founder shares, with the remainder subject to earnout vesting triggered at $12.50 and $15.00 closing prices. The Company will surrender 430,000 private placement rights for no consideration and cancel 45,092 ordinary shares corresponding to an unfunded subscription. The parties authorize a $150,000,000 PIPE, a $500,000 convertible note to BV Advisory Partners, LLC, and working capital loans up to $1,500,000. Minimum cash provisions target $30,000,000 with a $15,000,000 floor. The Outside Date is set to February 26, 2027. The parties pre-approve a contingent three-party merger valuing PAGC and an undisclosed Additional Target at $3,000,000,000, contingent on executing a letter of intent and delivering a Designation Notice by September 30, 2026. [SUBSTANCE] PAGC is described as engaged in artificial intelligence, advanced analytics, and quantum-resistant security solutions. The Board previously approved 250,000 executive shares for Roger E. Bendelac and 175,000 for Saleem Elmasri. The deferred underwriting fee stands at $6,900,000 ($6.19 million post-redemption), adjusted against 230,000 representative shares. Disclosed operational conditions include sponsor default, working-capital withdrawals, going-concern qualifications, and material weaknesses. Because PAGC and BV Advisory Partners, LLC share common principal ownership, the Company requires a fairness opinion from an independent firm and mandates that specified determinations be made solely by independent and disinterested directors. Why it matters: Per the mechanics disclosed, the transaction architecture is fundamentally rewritten to strip sponsor economics and fix the fully diluted share count before the S-4/Proxy distribution, replacing open-end dilution with hard caps, forfeiture schedules, and price-contingent vesting. Public shareholders face an imminent $0.25–$0.35 tender, exchange, or consent decision on publicly held rights. The Company's pivot to a $3,000,000,000 dual-target architecture introduces binary execution risk: if the Additional Target achieves PCAOB audit readiness by September 30, 2026, both mergers close simultaneously; otherwise, PAGC closes first and the secondary entity defers. The mandatory independence requirements and fairness opinion shift valuation scrutiny away from affiliated investors. According to the timeline, investors tracking the calendar must monitor the September 30, 2026 structural election and the subsequent proxy solicitation to determine whether the combined valuation framework survives regulatory and board review before the February 26, 2027 Outside Date.
outside datenothing moved · 1 with no prior record of ours
- Outside date
- not previously extracted2027-04-29
SpacBrain reads this as the agreement may be terminated from 2027-04-29.
The clause “Party shall use reasonable best efforts to consummate the Closing prior to the Outside Date, and in any event prior to April 29, 2027. ARTICLE 6 — HOUSEKEEPING 6.1 Schedules; Representations . The disclosure schedules are updated as”…
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: Joint Filing Agreement. This document is a Joint Filing Agreement executed by Feis Equities LLC and Lawrence M. Feis on June 25, 2026. Regarding redemption deadlines, trust value, extension provisions, merger deal progress, and sponsor conduct, the filing reports no operational changes or updates; it solely permits each signatory to file a Schedule 13G on behalf of the other under Rule 13d-1(k). The filing contains no claims regarding customers, revenue, market size, strategy, technology, partnerships, litigation, or personnel. Why it matters: It operates exclusively as a routine administrative exhibit for beneficial ownership disclosure logistics and carries no binding effect on SPAC economics, transaction timelines, or shareholder rights.
What changed: Quarterly report on Form 10-Q for the period ended March 31, 2026, including unaudited financial statements, MD&A, and subsequent event disclosures. Shareholders approved extension to April 29, 2027, with monthly sponsor deposits of $300k or $0.04 per non-redeemed share. In connection with the vote, holders of 9,440,230 shares (41% of public float) redeemed at ~$10.52 per share, withdrawing $99.3 million from trust. The sponsor acknowledged inability to fulfill financial obligations and defaulted on the share subscription receivable, leaving 45,092 shares subject to cancellation. The Company entered into a $100k interim convertible note with BV Advisory Partners LLC, with potential for $500k total financing and 40% sponsor-level economics. On April 29, 2026, the Company signed a definitive merger agreement with Power Analytics Global Corp. (PAGC). CEO compensation was formalized ($4,500/month, 250,000 shares upon deal close). CFO consulting agreement updated to 175,000 shares. Disclosure controls were found ineffective due to material weakness in segregation of duties and related party controls. Why it matters: The large redemption signals weak public confidence. Sponsor default forces reliance on third-party financing and reduces sponsor alignment. The extension provides runway to July 2027 but requires monthly cash deposits. The definitive merger with PAGC indicates a concrete de-SPAC target; however, the target's business (AI/ML/quantum analytics/cybersecurity) is disclosed only via a letter of intent and merger agreement. Trust value per share remains ~$10.52 for remaining public shareholders. The material weakness in internal controls and sponsor's financial distress are risks to deal completion.
What changed vs 2025-11-18trust $237.6M → $242.0M +2%trust account, going-concern doubt, mandate language1 moved · 2 with no prior record of ours
- Trust account
- $237.6M$242.0M
- Going-concern doubt
- stated · unchanged
- Mandate language
- we intend to focus our search for businesses in the pharmace… · unchanged
SpacBrain reads this as $4,416,184 was added to the trust between the two filings.
The clause …“Total current assets 14,887 12,191 Non-current assets Cash and investments held in Trust Account 242,020,416 239,906,656 Total non-current assets 242,020,416 239,906,656 TOTAL ASSETS $ 242,035,303 $ 239,918,847 LIABILITIES, ORDINARY”…
The clause …“the date for mandatory liquidation and subsequent dissolution raise substantial doubt about the Company’s ability to continue as a going concern. These conditions raise substantial doubt about the Company’s ability to continue”…
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: This document is a Limited Power of Attorney (presented as Exhibit A and Exhibit B) executed pursuant to the Securities Exchange Act of 1934 to authorize designated agents to sign and submit a Schedule 13G with the SEC on behalf of Mizuho Financial Group, Inc., Mizuho Bank, Ltd., Mizuho Americas LLC, and Mizuho Securities USA LLC regarding holdings in DMAA. Regarding redemption deadlines, trust value, extensions, deal progress, and sponsor conduct, the filing text reports no changes. According to the document, signed executives at Mizuho dated 5-14-2026 formally granted Takahiro Katsura full power and authority to execute the Form 13G, finalize amendments, restatements, supplements, and exhibits, and timely file them with the SEC. The document attributes standard liability disclaimers to the attorneys-in-fact, specifying they assume no responsibility or liability for failing to comply with Section 13 of the Exchange Act on behalf of the undersigned entities. Why it matters: As a routine compliance exhibit attached to a Schedule 13G filing, it matters only for confirming Mizuho’s internal delegation of signature authority to meet Section 13(d) and 13(g) reporting obligations. Per the document, there are no claims about DMAA’s customers, revenue, market size, strategy, technology, partnerships, litigation, or personnel. Because it contains no updated trust mechanics, redemption windows, merger timelines, or sponsor behavior observations, it carries no direct material impact on investor decisions regarding the SPAC’s pending transaction or liquidation pathways.
What changed: A Form 425 written communication filing submitted pursuant to Rule 425 under the Securities Act, accompanied by a Current Report on Form 8-K that discloses a Definitive Merger Agreement dated April 29, 2026, and two subsequent amendments executed on April 30, 2026, between Drugs Made In America Acquisition Corp. ('DMAA') and Power Analytics Global Corp ('PAGC'). According to the Merger Agreement, the parties have moved from negotiation to a binding combination framework. The agreement establishes a Valuation Milestone Schedule where PAGC’s enterprise valuation targets $1.0 billion if verified revenue contracts reach $75M+, scales to $750 million for $50M–$75M contracts, reaches $500 million for $25M–$50M contracts, and sets a Floor Valuation of $300 million for $15M–$25M contracts; the agreement states that falling below $300 million permits renegotiation or termination. DMAA represents that it will use commercially reasonable efforts to deliver cash at closing through the Trust Account net of redemptions, taxes, and expenses, and/or PIPE financing. The parties acknowledge a target minimum cash level of $30,000,000, with flexibility to close at levels not less than $15,000,000, subject to corresponding adjustments to valuation and ownership. The agreement explicitly notes that cash availability varies depending on redemption levels. Post-closing ownership expects approximately 90% held by former PAGC shareholders and approximately 10% by existing DMAA shareholders prior to PIPE dilution, though Section 3.2 marks the exact exchange ratio as TBD pending the Registration Statement. The outside date is set at twelve months from the agreement date, extendable by mutual agreement for up to two additional three-month periods. Governance shifts to directors and officers designated by PAGC at closing. Amendment No. 1 corrects the governing law to the State of Delaware for the agreement while preserving Cayman Islands law for DMAA’s internal corporate governance, and clarifies termination provisions. Amendment No. 2 completes notice addresses, listing DMAA’s Chief Executive Officer Roger E. Bendelac at 420 Lexington Avenue, Suite 1402, New York, NY 10170 with email rbendelac@protonmail.com, and PAGC’s Executive Chairman Keith Barksdale at 903 Hudson Street, Hoboken, NJ 07030 with email kbarksdale@poweranalytics.com. Why it matters: Redemption mechanics directly threaten the $30,000,000 target and the $15,000,000 hard floor; the agreement explicitly ties insufficient closing cash to potential valuation adjustments or termination, meaning high redemption rates could shrink the public float’s residual stake or abort the deal entirely. Because the exchange ratio remains unspecified and the Valuation Milestone Schedule adjusts equity splits based on validated contract value rather than a static valuation, public shareholders face uncertainty over whether their approximate 10% stake will be diluted or adjusted downward if contract milestones are missed. PAGC warrants that it will deliver an intellectual property schedule, evidence of an active GSA CAGE Code, and a debt-free condition, creating operational and compliance hurdles that could delay or prevent closing even if shareholder approval passes. Transferring executive leadership and board composition entirely to PAGC designees removes sponsor oversight post-close. The indemnification structure limits recovery to a Fifteen percent cap of the Closing Valuation with a Five Hundred Thousand United States Dollars deductible, and general representations survive only eighteen months. All projections regarding the $1.0 billion target, ownership percentages, and pipeline timing are expressly qualified as forward-looking statements based on the current expectations of DMAA and PAGC management, and the filing warns they are not guarantees of actual performance.
What changed: Form 8-K disclosing a Definitive Merger Agreement between Drugs Made In America Acquisition Corp. (DMAA) and Power Analytics Global Corp (PAGC), including Amendment No. 1 and Amendment No. 2 executed on April 30, 2026. According to the agreement, DMAA will merge with PAGC, a Delaware corporation focused on artificial intelligence, advanced analytics, and quantum-resistant security solutions, with the surviving entity targeting Nasdaq listing. Regarding redemption and trust mechanics, the parties acknowledge a target minimum cash level of $30,000,000 available at closing from the Trust Account (net of redemptions, taxes, and expenses) and/or PIPE financing, with explicit contractual flexibility to close at amounts not less than $15,000,000, which would trigger corresponding adjustments to valuation and ownership percentages. The closing is subject to a twelve-month outside date from the April 29, 2026 agreement date, extendable by mutual written consent for up to two additional three-month periods. Post-closing ownership prior to PIPE dilution is expected to be approximately ninety percent held by former PAGC shareholders and ten percent by existing DMAA shareholders, with the target enterprise valuation set at One Billion United States Dollars ($1,000,000,000) but scaled downward based on a Valuation Milestone Schedule measuring verified, signed, and enforceable revenue contracts down to a Floor Valuation of Three Hundred Million United States Dollars ($300,000,000), below which either party may elect to renegotiate or terminate. On other substantive terms, the filing clarifies that the exact exchange ratio will be determined upon final capitalization and SEC Registration Statement effectiveness, PAGC must deliver an intellectual property schedule and evidence of an active GSA CAGE Code, and post-closing directors and officers will be designated by PAGC. Indemnification protections carry a Five Hundred Thousand United States Dollars ($500,000) deductible, an eighteen-month survival period for representations, and a liability cap of fifteen percent of the Closing Valuation, excluding fraud or willful misconduct. Chief Executive Officer Roger E. Bendelac and Executive Chairman Keith Barksdale executed the agreements, which now govern disputes under Delaware law with exclusive jurisdiction in the Court of Chancery of the State of Delaware. Why it matters: For redemption-tracking investors, the mechanical link between the $1,000,000,000 headline valuation and actual contract milestones means that Trust Account payout ratios directly influence whether the enterprise value breaches the $300,000,000 floor, potentially activating termination rights without requiring a proxy defeat. The ability to close with as little as $15,000,000 alters traditional redemption modeling, indicating the deal can survive significant outflows but will proportionally compress the exchange ratio and dilute remaining public shareholders once final capitalization and any PIPE rounds are priced. The hard twelve-month closing calendar removes standard extension ambiguity, establishing a definitive liquidation or consummation deadline that forces a binary resolution by mid-2027 unless the parties exercise the permitted extension windows. Shifting board control entirely to PAGC’s designees concentrates integration risk around the target’s operational capacity to maintain federal contracting eligibility via the GSA CAGE Code requirement and execute the contracted revenue stream, while the explicit exclusion of delivered contracts as a standalone closing condition reduces immediate deal-breaker risk but leaves downstream valuation realization dependent on third-party payment performance rather than guaranteed milestone attainment.
What changed: Form 8-K Current Report disclosing shareholder approval of a charter amendment to extend the business combination deadline, concurrent public share redemptions, and associated Trust Account adjustments. Per the Company's April 27, 2026 extraordinary general meeting record, shareholders approved an extension proposal moving the business combination deadline up to twelve months from April 29, 2026 to April 29, 2027 in one-month increments. The Board concurrently approved an initial one-month extension to May 29, 2026. In connection with the vote, 9,440,230 public shareholders exercised redemption rights, prompting the removal of $99,336,016.67 (approximately $10.52 per share) from the Trust Account. Following the redemption, 24,276,913 ordinary shares remain outstanding, including 13,559,770 sold in the initial public offering. The filing states the sponsor must deposit the lessor of $300,000 or $0.04 per non redeemed public share for each monthly extension, while Exhibit 3.1 formally amends the charter to reference a $0.02 per non-redeemed public share monthly deposit schedule through April 29, 2027. Why it matters: The immediate outflow of $99,336,016.67 significantly shrinks the capital base available to execute a business combination before the new April 2027 expiration. The mandatory monthly extension deposits create a recurring capital drain that sponsors must fund to maintain corporate existence, directly impacting post-combination equity value. The voting record—18,906,281 FOR against 4,892,646 AGAINST, achieving a 70.58% quorum—confirms strong shareholder turnout and explicit approval to continue operations despite the substantial cash reduction.
What changed: SEC Form 8-K current report disclosing the entry into material definitive agreements (a routine compliance exhibit updating executive compensation and amended consulting arrangements). This filing reports no modifications to the redemption calendar, trust account valuation, extension timeline, merger closing deadline, or sponsor conduct protocols. The deal status remains announced without a scheduled shareholder vote or payout trigger. Regarding deal mechanics, the document establishes post-closing settlement terms for leadership equity: shares referenced in these agreements are earmarked to be issued at the closing of the initial business combination within ten (10) days thereafter, conditional on the prior execution of a definitive agreement. No amendments to redemption price, maximum extension provisions, or public float maintenance rules are disclosed. Why it matters: Beyond deal mechanics, the filing substantively restructures leadership compensation and corporate liability exposure, as stated by the Company. For Chief Financial Officer Saleem Elmasri (initially appointed November 17, 2025), the amended Statement of Work with Titan Advisory Services LLC retains operational duties at $3,500 monthly compensation, confirms unpaid amounts accrue as binding obligations, and adjusts equity compensation because Titan was never issued the originally stipulated 100,000 ordinary shares. The updated grant awards Elmasri 175,000 ordinary shares. For Chief Executive Officer Roger Bendelac (appointed February 28, 2026), whose compensation was initially undetermined, the Company executed a separate agreement with Aleutian Equity Holdings LLC. Bendelac receives $4,500 per month, broken down as $2,500 payable currently and up to $2,000 deferrable based on the Company’s cash flow, with deferred sums accruing as binding obligations. He is additionally allocated 250,000 ordinary shares. According to Exhibit 10.2, the agreement specifies indemnification covering securities claims (excluding gross negligence/fraud), limits liability to fees paid except in cases of fraud or willful misconduct, and requires dispute resolution through mediation followed by binding arbitration via AAA or JAMS in New York under New York governing law. These terms introduce specific cashflow-dependent liabilities and transaction-contingent share issuances that alter the post-merger capital stack, governance framework, and sponsorship cost structure.
What changed: Schedule 14A Amendment No. 1 to a Revised Definitive Proxy Statement updating voting thresholds, extension timelines, and sponsor disclosures. The Company reports the outstanding Ordinary Share count increased from 33,517,143 to 33,717,143. Accordingly, the required affirmative votes for the Extension Proposal dropped from 11,827,619 to 11,760,953 Public Shares, and the Adjournment Proposal requirement fell from 6,241,429 to 6,141,429 Public Shares. Annex A replaces Article 48.7: the Business Combination deadline is reset to April 29, 2027, and the monthly Trust Account deposit obligation was revised to 'the lesser of $300,000 or $0.04 per non-redeemed Public Share' (previously cited as '$0.02'). The filing discloses that Drugs Made In America Acquisition LLC holds sponsor shares, with Lynn Stockwell identified as the managing member exercising voting and dispositive power, while she disclaims beneficial ownership except for her pecuniary interest. Why it matters: These amendments directly govern redemption mechanics and capital preservation ahead of the Extraordinary General Meeting. Pushing the final deal deadline to April 29, 2027 and adjusting the monthly trust funding metric to $0.04 or $300,000 changes the cash-outflow pressure and extends the redemption window relative to the prior structure. Revised share counts and voting minimums alter the exact number of un-redemmed public shares required to approve the extension and satisfy quorum rules. Beyond procedural math and timeline shifts, the document contains no claims regarding customers, revenue, market size, strategy, technology, partnerships, or litigation.
What changed: Annual report on Form 10-K for the fiscal year ended December 31, 2025. The filing reports extensive governance turmoil and a new deal pipeline. CEO Lynn Stockwell was removed on February 28, 2026, after an affiliate sponsor withdrew $1.3 million from an affiliated SPAC's working capital and could not repay it; the sponsor is now under a standstill and acknowledged it cannot provide working capital. Roger Bendelac was appointed CEO. The original sponsor has defaulted on a $1.1 million subscription note, leaving 45,092 shares subject to cancellation. A new investor, BV Advisory Partners, provided a $100,000 interim convertible note toward a $500,000 facility and introduced a target — Power Analytics Global Corp. — for which a non-binding LOI was signed on April 7, 2026, with an anticipated valuation of approximately $1.0 billion. The redemption deadline has been extended by proxy to April 29, 2027, with per-month deposits of $0.04 per unredeemed public share. Why it matters: This filing signals a near-complete collapse of the original sponsor structure and a rushed pivot to a new deal. The trust per-share value as of December 31, 2025, was $10.43. Shareholders must watch the April 27, 2026 vote on the extension and any redemption deadline closely, as the SPAC has negligible cash outside trust ($6,137 cash, $363,981 working capital deficit) and is dependent on BV Advisory's funding. The Power Analytics LOI at a $1 billion valuation is preliminary and may change materially.
What changed vs 2025-03-31sponsor loan $695K → $511Ksponsor loans outstanding, trust account, going-concern doubt +11 moved · 3 with no prior record of ours
- Sponsor loans outstanding
- $695K$511K
- Trust account
- not previously extracted$239.9M
- Going-concern doubt
- stated · unchanged
- Mandate language
- we intend to focus on industries that complement our managem… · unchanged
SpacBrain reads this as $184,402 of sponsor debt has come off.
The clause …“amount the Company may borrow to $1,850,000. As of December 31, 2025, we have borrowed $510,922 under such promissory note. The promissory note is non-interest bearing and will be due and payable upon the closing of our initial business”…
The clause “3,640 Total current assets 12,191 4,991 Non-current assets Cash and investments held in Trust Account 239,906,656 — Deferred offering costs — 545,833 Total non-current assets 239,906,656 545,833 TOTAL ASSETS $ 239,918,847 $ 550,824”…
The clause …“except for the purpose of liquidating. In connection with our assessment of going concern considerations in accordance with Financial Accounting Standard Board’s Accounting Standards Update (“ASU”) 2014-15, “Disclosures of”…
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: Definitive proxy statement soliciting shareholder votes at an extraordinary general meeting on April 27, 2026, to approve a charter amendment enabling up to twelve one-month extensions of the business combination deadline to April 29, 2027, alongside a procedural motion to adjourn the meeting if votes prove insufficient. The Company states it has entered into a non-binding letter of intent with Power Analytics Global Corp. but acknowledges no binding agreement exists, prompting the Board to propose extending the termination date from April 29, 2026, to April 29, 2027. The Board specifies that continuation requires the Sponsor to deposit the lesser of $300,000 or $0.04 per non-redeemed public share into the Trust Account for each monthly extension. The filing sets an irrevocable redemption tender deadline of April 23, 2026, calculating the redemption price at approximately $10.52 per public share based on approximately $242 million held in the Trust Account as of the April 7, 2026 record date. The Sponsor, Drugs Made In America Acquisition LLC, agrees to receive non-interest-bearing promissory notes for these contributions and waives liquidation rights over its 10,517,143 founder shares originally purchased for $35,000. Approval mandates a special resolution requiring at least two-thirds of votes cast by shareholders entitled to vote. Why it matters: Because the Board admits there is insufficient time to finalize terms with Power Analytics Global Corp. before April 29, 2026, the extension mechanism directly controls whether capital remains accessible for further negotiations or triggers liquidation ten business days post-April 29, 2026. The approximately $10.52 redemption valuation against a $10.51 market price creates immediate arbitrage parameters for public shareholders facing the April 23, 2026 tender cutoff. The Sponsor’s financial exposure—where founder shares would become worthless upon liquidation—aligns insider incentives with securing the two-thirds majority needed to activate monthly funding. The conditional, unpaid loan structure preserves trust balance flexibility while ensuring the Board retains sole discretion to halt extensions early if alternative paths emerge or execution stalls.
What changed: Form 8-K current report filing a non-binding letter of intent for a proposed de-SPAC merger, classified under Item 8.01 Other Events and Item 9.01 Financial Statements and Exhibits. Per the letter of intent executed by Keith Barksdale (Chairman, Power Analytics Global Corp.) and Roger Bendelac (CEO, Drugs Made in America Acquisition Corp.), deal progress has advanced to a preliminary agreement intended to qualify as a de-SPAC transaction, carrying an implied equity valuation of approximately $1,000,000,000 for the target, subject to customary adjustments for due diligence, capital structure, net debt, working capital, and market conditions. Mechanics reported in the filing include: explicit trust insulation stipulating no party holds any right or claim against the DMAA trust account and it shall not satisfy transaction liabilities; an anticipated minimum cash condition of $25,000,000 to $50,000,000 following redemptions; and a provision noting Power Analytics Global Corp. or its affiliates may supply extension funding or arrangements if DMAA requires a business combination deadline extension, with final terms deferred to definitive agreements. The parties also indicated potential PIPE financing independent of the trust. Substance includes plans to file a Form S-4 registration and proxy statement, identification of executing leadership, and a registrant business address update to 420 Lexington Avenue, Suite 1402, New York, NY 10170. Why it matters: The filing anchors the merger at a $1,000,000,000 valuation and transparently defines redemption economics via the $25,000,000 to $50,000,000 minimum cash parameter, enabling precise modeling of post-combination liquidity and dilution. Contractual trust waivers shield public shareholder funds from target-related liabilities, while the conditional extension commitment mitigates timeline expiration risk. Advancement toward a Form S-4 formally triggers SEC scrutiny and the public shareholder proxy vote calendar, shifting the entity from preliminary interest to binding negotiation and regulatory compliance.
What changed: SEC Form 12b-25, Notification of Late Filing for an annual report on Form 10-K. This document is a routine compliance exhibit notifying the SEC that Drugs Made in America Acquisition Corp. has been unable to file its Annual Report on Form 10-K for the fiscal year ended December 31, 2025 by the prescribed deadline. Bearing on SPAC mechanics, the filing confirms no changes to redemption deadlines, trust value, extension status, or deal progress; it further attests that all other periodic reports required under the Securities Exchange Act of 1934 were filed in the preceding twelve months and anticipates no significant change in results of operations. Reporting on other substance, Chief Executive Officer Roger E. Bendelac states the Registrant could not compile all required financial statement information without unreasonable effort or expense, and sets a revised filing target of on or before April 15, 2026. The contact named is Roger E. Bendelac at 917 982-4565, located at 1 East Broward Boulevard, Suite 700, Fort Lauderdale, FL 33301. The filing contains no claims regarding customers, revenue, market size, strategy, technology, partnerships, litigation, or additional personnel. Why it matters: Deferred annual reporting directly impacts SPAC transparency and compliance tracking. Investors monitoring redemption windows, extension triggers, and sponsor fiduciary execution must await the actual 10-K delivery by the April 15, 2026 commitment date to verify net tangible assets, audit opinions, and Nasdaq listing standards. The CEO’s attribution of the delay to data compilation challenges, coupled with the assurance of current quarterly/periodic compliance, establishes a baseline for evaluating management’s disclosure cadence while leaving the timing of shareholder actions unresolved until financials are public.
What changed: Form 8-K Current Report documenting an interim convertible note issuance, a Definitive Interim Investment and Sponsor Transition Agreement, preliminary target due diligence, and planned governance adjustments including sponsor replacement and extension pursuits. Per the March 23, 2026 Agreement executed by CEO Roger Bendelac on behalf of the Company and Managing Member Keith Barksdale on behalf of BV Advisory Partners, LLC, the Company received an initial $100,000 bridge loan, with a contractual obligation for a second tranche of $200,000 within twenty-one days and a maximum aggregate commitment of $500,000. Bendelac’s disclosure confirms the original sponsor, Drugs Made in America Acquisition LLC, is non-operational and subject to legal constraints, activating commitments to pursue a replacement sponsor, secure an extension via proxy, and engage the investment bank to renegotiate underwriting fees. The Interim Note matures in six months, accrues zero interest, permits conversion solely at the Investor’s option following a business combination at a 35% discount to prevailing market price, and expressly waives any claim against the trust account. The Agreement requires the Company to use commercially reasonable efforts to provide the Investor with not less than 40% of the economic benefit equivalent to sponsor-level economics. Why it matters: The structured funding schedule explicitly finances accounting, audit, Nasdaq compliance, proxy extension, and regulatory expenses outside the trust account, mechanically preserving public shareholder cash while extending the redemption window. However, the 35% conversion discount and 40% sponsor-equivalent economics provision fundamentally alter post-merger capitalization, introducing significant dilution and control realignment risks for existing holders. Strategically, Barksdale and Bendelac’s filing introduces a target identified as Power Analytics Global Corporation, described as an enterprise technology platform focused on artificial intelligence, machine learning, quantum analytics, and cybersecurity solutions. While preliminary due diligence has commenced, Bendelac’s report explicitly states that no letter of intent, term sheet, or definitive agreement has been executed, meaning trust distribution timelines and merger feasibility remain entirely contingent on the six-month diligence milestone and successful negotiation of new bridge terms rather than audited financials, revenue projections, or binding valuation metrics.
What changed: A preliminary proxy statement (Form PRE 14A) soliciting shareholder votes at an Extraordinary General Meeting to amend the company’s charter for a business combination deadline extension and to authorize a meeting adjournment if necessary. The Board states it does not believe there will be sufficient time before the current Termination Date of April 29, 2026 to finalize negotiations with a prospective Target and convene a separate shareholder vote to approve a transaction. To address this, the Board proposes extending the Combination Period on a month-to-month basis until an unspecified Extended Date in 2027. The Company specifies that each one-month extension requires the Sponsor to deposit an undisclosed dollar amount (documented as "$______ per one -month extension") into the Trust Account within three business days of the extension period beginning. The Sponsor represents that these deposits will take the form of non-interest-bearing, unsecured promissory notes that are forgiven upon liquidation unless funds exist outside the Trust Account. Redemption mechanics require Public Shareholders to physically tender certificates or utilize the DTC’s DWAC system to transfer agent VStock Transfer LLC by 5:00 P.M. Eastern Time on March 25, 2026. The per-share redemption price will equal the pro rata portion of the aggregate amount in the Trust Account (net of taxes and up to US$100,000 of interest reserved for dissolution expenses) divided by then-outstanding Public Shares. A 15% redemption cap applies to beneficial owners acting in concert without prior Company consent. As of the Record Date, the Company reports 23,000,000 Public Shares and 10,517,143 Founder Shares outstanding. The filing recounts the January 29, 2025 IPO which sold 20,000,000 units at $10.00 per unit for $200,000,000 in gross proceeds, followed by a February 18, 2025 full exercise of the 45-day over-allotment option for 3,000,000 additional units at $10.00 per unit generating $30,000,000, alongside concurrent private placements of 400,000 units for $4,000,000 and 30,000 units for $300,000. Founders originally acquired 22,361,111 shares for $35,000; the Sponsor surrendered 12,503,968 on November 6, 2024, leaving 9,857,143, though the Record Date reflects 10,517,143 held by the Sponsor. The Board states approval of the extension demands a special resolution of at least two-thirds of votes cast, while the adjournment requires a simple majority. Why it matters: Shareholders face an immediate decision point between executing the irrevocable redemption right before the March 25, 2026 deadline or retaining exposure to an extended strategic runway. The extension mechanism transfers incremental financing risk to the Sponsor each month, but because the exact monthly deposit amount remains redacted, investors cannot precisely model ongoing cash infusion levels or potential trust account erosion. Supermajority voting thresholds mean that broker non-votes or abstentions do not count against passage, potentially allowing the extension to advance even with significant public apathy. Should the proposal fail, the Board commits to liquidating within ten business days, distributing pro rata Trust balances after prioritizing creditor claims and deducting up to US$100,000 in winding-up costs, while warrant and insider equity interests expire worthless. The disclosure confirms active but confidential negotiations, raising the near-term probability of a definitive business combination agreement versus forced dissolution, though the Board explicitly warns there is no guarantee a suitable Target will be identified or that execution will occur by the Extended Date.
What changed: Current Report on Form 8-K (Item 8.01 Other Events). First, this document is a routine compliance filing under Item 8.01 Other Events disclosing internal financial irregularities and certifying trust account status. Second, bearing on redemption mechanics, trust value, extensions, deal progress, and sponsor conduct: The registrant’s board of directors, certified by Chief Executive Officer Roger Bendelac, reports that the sponsor to affiliate Drugs Made In America Acquisition II Corp. executed 'certain improper withdrawals' from the affiliate’s working capital account between September 26, 2025, and December 31, 2025. The board immediately verified these irregularities did not extend to the main Company’s trust account. As of March 6, 2026, the filing states approximately $241,292,436 remains in the Trust Account. No changes to redemption deadlines, extension provisions, or target acquisition milestones are reported. Third, regarding other substance of the document: The filing contains no statements about customers, revenue, market size, strategy, technology, or partnerships. It serves purely as a governance and trust-certification notice, listing standard corporate identifiers including its Cayman Islands incorporation, Fort Lauderdale address, and Nasdaq trading symbols DMAAU, DMAA, and DMAAR. Why it matters: Investors should treat the board’s explicit certification that the $241,292,436 trust account was insulated from the affiliate’s working capital irregularities as the controlling fact for redemption valuation purposes. By attributing the withdrawal misconduct solely to an affiliate’s working capital and confirming the main trust’s preservation, the CEO’s statement aims to prevent panic redemptions based on unfounded liquidity fears. Nevertheless, the disclosed sponsor conduct at an affiliate warrants scrutiny regarding related-party oversight, potential cross-collateralization risks, and the sponsor’s fiduciary reliability ahead of any business combination vote. Because the filing alters neither the merger timeline nor the redemption calendar, holders should continue tracking original deadlines, but may adjust their due diligence focus toward sponsor transparency and corporate governance controls.
What changed: This document IS a Form 8-K current report under Item 5.02, functioning as a regulatory disclosure of executive departures, board removals, a new chief executive appointment, and detailed allegations of unauthorized sponsor fund withdrawals from an affiliated entity’s working capital account. The filing reports that the sponsor to Drugs Made In America Acquisition II Corp. withdrew an aggregate of $1,100,000 from the affiliate’s working capital account between September 26, 2025 and September 30, 2025. Per the 8-K, $325,000 of that withdrawal repaid an outstanding working capital note to the sponsor, and $208,000 repaid other offering costs and expenses to the sponsor, with the aggregate exceeding prior advances. The affiliate’s financial statements also reflected a $566,269 overpayment to the sponsor. Additionally, between September 30, 2025 and December 31, 2025, the sponsor withdrew no less than $200,000 to pay for expenses unrelated to the affiliate. When the affiliate board directed the sponsor to return these funds on February 12, 2026, the sponsor informed the board and the affiliate’s Chief Financial Officer that it could not repay the amount. Consequently, on February 28, 2026, the company’s board removed Lynn Stockwell as chief executive officer, executive chair of the board, and board member of both the company and the affiliate, and simultaneously appointed Roger Bendelac as chief executive officer effective that date. The company states that Mr. Bendelac’s compensation has not yet been determined. Why it matters: While the 8-K does not update the redemption calendar, adjust the trust balance, or announce a target acquisition, the disclosure of sponsor-level working capital withdrawals and the resulting leadership turnover carry direct governance implications for deal execution and shareholder voting dynamics. The filing notes no changes to trust mechanics or extension timelines, but the sudden departure of the executive chair and CEO following disputed sponsor fund movements introduces operational friction that could delay proxy solicitations, extension votes, or merger negotiations. The board explicitly linked the executive terminations to the sponsor’s conduct, establishing a clear record for potential shareholder inquiries. The appointment of a 69-year-old incoming CEO with extensive corporate advisory and consulting experience—whose compensation package remains unsettled—leaves near-term fiduciary oversight and strategic decision-making unclarified for investors tracking sponsor behavior and deal progress.
What changed: Form 8-K current report documenting executive resignations, appointments, and compensatory arrangements under Item 5.02. Glenn Worman delivered a notice of resignation as Chief Financial Officer and principal financial and accounting officer effective October 8, 2025, stating it was not the result of any disagreement with the Company regarding its operations, policies, practices or otherwise. Saleem Elmasri was appointed to those positions effective November 17, 2025, utilizing a Master Services Agreement with Titan Advisory Services LLC instead of direct employment. The Company will pay Titan $42,000 per year, or $3,500 per month, for these services. Additionally, either the Company or Chief Executive Officer Lynn Stockwell shall transfer 100,000 shares of ordinary shares to Elmasri upon engagement. Elmasri is a CPA with 20 years of experience, previously focusing on Fortune 500 Life Sciences and Pharmaceutical clients at PricewaterhouseCoopers, followed by roles at DLA LLC, Pine Hill Group LLC, and serving as Managing Partner at Titan Advisory Services LLC since September 2020. He holds B.S. degrees in Accounting and Finance from Rutgers University in 2007. Standard Indemnity, Letter, and Registration Rights Agreements will be executed on prior IPO director/officer terms, with no family relationships or Reportable Transactions under Regulation S-K Item 404(a). Why it matters: This executive transition occurs while the company operates with a reported trust value of $10.71 per share, raising questions about cost structure, financial oversight continuity, and sponsor conduct as the entity navigates toward a business combination or potential redemption window. Outsourcing the principal financial and accounting function to a third-party advisory firm may streamline monthly operational burn but concentrates financial control risk in the $42,000 annual fee plus the immediate 100,000-share equity grant, diluting public float ahead of any shareholder vote or extension proposal. The reliance on external management for core fiduciary duties during pending deal execution warrants close monitoring by investors tracking redemption triggers, target acquisition readiness, and whether the sponsor intends to alter typical in-house CFO expectations to preserve cash through the transaction deadline.
What changed: Form 10-Q (Quarterly Report) for Drugs Made In America Acquisition Corp. for the period ended September 30, 2025, including unaudited financial statements, management discussion, and disclosures. First quarterly report since IPO (January 2025) and over-allotment (February 2025). Trust account funded with $231.15 million, grew to $237.6 million as of September 30, 2025 via interest income. Net income of $5.7 million for the nine months. Working capital deficit of $428,415 and going concern warning. No business combination announced yet. The trust redemption value per share is $10.33 as of September 30, 2025. Material weaknesses in internal controls identified. Why it matters: Provides first detailed financial update post-IPO, showing trust account growth and per-share redemption value. Highlights the company's cash position and the approaching deadline (April 29, 2026, with possible extensions). Important for investors tracking redemption mechanics, trust value, and deal progress. The going concern disclosure and material weaknesses indicate risks.
What changed vs 2025-08-14trust $235.2M → $237.6M +1%trust account, going-concern doubt, mandate language1 moved · 2 with no prior record of ours
- Trust account
- $235.2M$237.6M
- Going-concern doubt
- stated · unchanged
- Mandate language
- we intend to focus our search for businesses in the pharmace… · unchanged
SpacBrain reads this as $2,448,266 was added to the trust between the two filings.
The clause …“Assets 28,196 4,991 Deferred offering costs — 545,833 Cash and investments held in Trust Account 237,604,232 — TOTAL ASSETS $ 237,632,428 $ 550,824 LIABILITIES AND SHAREHOLDERS’ DEFICIT Current liabilities Accounts payable and”…
The clause …“the date for mandatory liquidation and subsequent dissolution raise substantial doubt about the Company’s ability to continue as a going concern. These conditions raise substantial doubt about the Company’s ability to continue”…
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: A Form 12b-25 Notification of Late Filing submitted by Drugs Made In America Acquisition Corp. requesting SEC relief from the deadline for its Quarterly Report on Form 10-Q for the period ended September 30, 2025. The registrant reports that financial statements could not be finalized in time to secure the mandatory internal review and signatures before the standard filing window closed. Pursuant to Rule 12b-25(b), the company commits to submitting the overdue 10-Q on or before the fifth calendar day following the original due date. Chief Executive Officer Lynn Stockwell signed the notification on November 14, 2025, and attests that all other periodic reports required under Sections 13 or 15(d) of the Securities Exchange Act were filed timely during the preceding 12 months. No adjustments to redemption triggers, trust account distributions, extension votes, or merger closings are disclosed in this filing. Why it matters: For a SPAC with declared deal status, a delayed quarterly disclosure interrupts the information flow needed to validate whether operational cash preservation aligns with pre-merger planning or sponsor commitments. The registrant explicitly states there is no anticipated significant change in operating results relative to the last fiscal year, which limits immediate downside surprise risk for shareholders evaluating extension versus redemption choices. By invoking Rule 12b-25 and pledging submission within five calendar days of the missed deadline, the company aims to mitigate exchange delisting flags and preserve its standing as a reporting issuer while audit sign-off procedures conclude. Investors tracking sponsorship conduct will monitor whether this administrative lag correlates with broader valuation disputes, target diligence holdups, or auditor qualification concerns once the actual 10-Q is published, as timely transparency remains critical for shareholders exercising redemption rights before any business combination vote.
What changed: SEC Schedule 13G/A beneficial ownership report. The amendment lists Hudson Bay Capital Management LP and Sander Gerber as reporting persons updating their regulatory filing. The provided excerpt contains no ownership percentages, share counts, acquisition or disposition dates, or narrative disclosures that quantify changes in voting or investment power. Accordingly, it discloses no information relevant to redemption calendar deadlines, trust account balance thresholds, extension procedures, merger execution milestones, or sponsor governance and conduct. Why it matters: In a SPAC with a published trust value of $10.71 per share and deal-announced status, filings from institutional holders often help investors gauge capital retention, redemption pressure, or PIPE alignment, but this excerpt provides no mechanical or transactional specifics. Without stated percentages or declared acquisition purposes, stakeholders cannot evaluate whether these holders plan to redeem, hold through the business combination, or alter positions ahead of shareholder votes. The text contains no attributed claims or data points concerning customers, revenue, market size, corporate strategy, technology, partnerships, litigation, or executive personnel.
What changed: Quarterly report (Form 10-Q) for the period ended June 30, 2025. No new redemption deadline, no new deal announcement, no new extension. Trust value per share is $10.22 as of June 30, 2025. The Company has until April 29, 2026 (15 months from IPO close) to complete a business combination, with two possible three-month extensions. The Company reported a working capital deficit of $251,715 and $822 cash, prompting a going concern warning. Disclosure controls were found ineffective due to a material weakness. Why it matters: This is the first 10-Q since the IPO and provides the baseline financial position. The $10.22 trust per share is above the $10.00 IPO price, meaning redemptions would be at a premium if a deal is announced. The going concern note and material weakness signal operational risk. No business combination target has been identified.
What changed vs 2025-05-20trust $232.7M → $235.2M +1%trust account, going-concern doubt, mandate language1 moved · 2 with no prior record of ours
- Trust account
- $232.7M$235.2M
- Going-concern doubt
- stated · unchanged
- Mandate language
- we intend to focus our search for businesses in the pharmace… · unchanged
SpacBrain reads this as $2,420,498 was added to the trust between the two filings.
The clause …“Assets 49,726 4,991 Deferred offering costs — 545,833 Cash and investments held in Trust Account 235,155,966 — TOTAL ASSETS $ 235,205,692 $ 550,824 LIABILITIES AND SHAREHOLDERS’ DEFICIT Current liabilities Accounts payable and”…
The clause …“the date for mandatory liquidation and subsequent dissolution raise substantial doubt about the Company’s ability to continue as a going concern. These conditions raise substantial doubt about the Company’s ability to continue”…
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: A Schedule 13G/A, which is a routine compliance exhibit amending a beneficial ownership report filed under Section 13(d) of the Securities Exchange Act. The filing identifies Karpus Management, Inc. as the reporting entity. The submitted excerpt contains no share quantities, percentage holdings, or amendment narratives detailing how current disclosures differ from prior submissions. Why it matters: This compliance exhibit does not bear on redemption deadlines, trust value, extension motions, target deal progress, or sponsor conduct. Karpus Management, Inc. made no claims in this filing regarding customers, revenue, market size, strategy, technology, partnerships, litigation, or personnel. Because the document lacks numerical position data or purpose statements, it provides no actionable signal for investors monitoring the SPAC’s capital structure or merger timeline.
What changed: A Form 10-Q (Quarterly Report) pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the quarterly period ended March 31, 2025. The document details SPAC DMAA's IPO completion in Q1 2025. Key mechanics: the trust held $232,735,468 as of March 31, 2025, at a redemption value of $10.12 per public share (23,000,000 shares). The trust per-share value increased from the initial $10.05 to $10.12 due to interest earned ($1,585,468). The company has a mandatory liquidation date of 15 months from the closing of the IPO (January 29, 2025), which can be extended up to 21 months with sponsor deposits. The sponsor paid down the subscription receivable to $852,379. The company reported a working capital deficit of $276,350 and only $923 in cash, with a going concern disclosure. No business combination is announced. Why it matters: This is the first post-IPO quarterly report for DMAA. The trust value per share ($10.12) provides the baseline for redemption calculations. The minimal cash on hand ($923) and working capital deficit indicate the SPAC is dependent on the sponsor's subscription receivable and working capital loans for ongoing operations. The disclosure of a material weakness in internal controls over financial reporting is a new red flag for investors. The going concern disclosure reinforces that the SPAC must complete a deal or liquidate within the 15-21 month window.
What changed: Form 12b-25, Notification of Late Filing for a Quarterly Report on Form 10-Q for the period ended March 31, 2025. The registrant states that the financial statements could not be completed in sufficient time to solicit and obtain the necessary review and signatures prior to the prescribed due date. Chief Executive Officer Lynn Stockwell certifies the report will be filed on or before the fifth calendar day following the deadline pursuant to Rule 12b-25(c), and attests that all other periodic reports for the preceding twelve months have been filed and that no significant change in results of operations is anticipated compared to the last fiscal year. No modifications to redemption windows, trust account release mechanics, extension voting schedules, or merger execution progress are disclosed. Why it matters: Late periodic filing notifications place SPACs on compliance watchlists and can temporarily restrict trading activity while the exchange reviews the cure timeline. For a deal-announced SPAC, delayed financial statements often reflect bottlenecks in auditor sign-offs or management certification processes that precede final business combination approvals and shareholder meetings. Although this notice does not update the trust balance or extend the merger deadline, the identified contact—Lynn Stockwell, Chief Executive Officer at 1 East Broward Boulevard, Suite 700, Fort Lauderdale, FL 33301—will oversee the upcoming submission, which typically contains the comprehensive financial disclosures required for proxy materials or prospectus supplements ahead of a de-SPAC transaction.
What changed: A Schedule 13G beneficial ownership report filed by Polar Asset Management Partners Inc. The filing states that Polar Asset Management Partners Inc. has disclosed its current beneficial ownership position in DMAA securities as of May 15, 2025. The provided excerpt does not list the number of shares acquired or held, the resulting ownership percentage, or whether the holder retains sole or shared voting and investment power relative to prior schedules. Why it matters: Reaching the regulatory disclosure threshold alerts the market to a significant institutional stakeholder, which can indirectly affect shareholder sentiment ahead of a business combination vote or redemption period. However, this excerpt contains no information on redemption deadlines, trust account valuation, extension mechanisms, the status or timeline of the announced merger, or sponsor conduct. It also includes no claims or data regarding customers, revenue, market size, strategic direction, technology, commercial partnerships, litigation, or executive appointments. All observations are attributed exclusively to the text provided by Polar Asset Management Partners Inc.
What changed: Routine Schedule 13G joint filing statement pursuant to Rule 13d-1(k) submitting a beneficial ownership report. The filing establishes a joint acknowledgment dated May 15, 2025, specifying that First Trust Merger Arbitrage Fund, First Trust Capital Management L.P., First Trust Capital Solutions L.P., and FTCS Sub GP LLC will execute all future Schedule 13G amendments together through designated officers. Each party accepts independent responsibility for the timeliness, completeness, and accuracy of its own disclosures, while acknowledging contingent responsibility for others’ information only to the extent known or reasonably believed inaccurate. Authorized signatories listed are Joy Ausili (Trustee, Vice President and Assistant Secretary) and Chad Eisenberg (Chief Operating Officer). The text contains no revisions to redemption windows, trust account valuations, extension triggers, business combination milestones, or sponsor governance actions. Why it matters: Beyond confirming the administrative procedure and signatory authority for periodic regulatory reporting, the document contains no substantive operational, financial, or transactional data. It does not report ownership percentages, share quantities, revenue projections, market positioning, technology deployments, partnership arrangements, litigation status, or executive movements. For capital markets participants tracking the specific redemption timeline, trust preservation mechanisms, merger execution pace, or sponsor behavior, this exhibit offers no actionable updates. Its materiality is confined to Securities and Exchange Commission compliance formatting and joint-filing liability allocation.
What changed: Routine compliance exhibit: a Schedule 13G beneficial ownership report. The filing attributes beneficial ownership to Glazer Capital, LLC and Paul J. Glazer. It bears on no redemption deadlines, the stated trust/shares value, extension mechanisms, deal progress toward the announced business combination, or sponsor conduct. No claims about customers, revenue, market size, strategy, technology, partnerships, litigation, or personnel appear in the submitted excerpt. Why it matters: As a standard regulatory disclosure, this document updates public records on passive investment positioning but provides no share quantities, percentage thresholds, or transaction dates. Because it lacks numerical disclosures or acquisition milestones, it signals no immediate shift in redemption behavior, trust liquidity, or sponsor alignment relevant to DMAA shareholders. Material developments affecting closing timelines or trust distributions will require subsequent proxy statements, tender offer notices, or post-merger filings.
What changed: Schedule 13G beneficial ownership report filed by Hudson Bay Capital Management LP and Sander Gerber. This routine compliance exhibit discloses that Hudson Bay Capital Management LP and Sander Gerber hold beneficial ownership exceeding the statutory reporting threshold for the registrant’s common stock. Regarding your tracked mechanics, the filing excerpt contains no data on redemption deadlines, trust value adjustments, extension proposals, target acquisition negotiations, or sponsor conduct metrics. Why it matters: For investors monitoring the SPAC lifecycle, this document functions solely as a regulatory transparency alert rather than a mechanic-altering instrument. Because the excerpt includes no executive commentary, forward-looking assertions, market claims, or strategic declarations attributable to management, sponsors, or third parties, it does not independently modify cash redemption windows, alter trust distribution formulas, or change merger approval requirements. Any material impact on voting leverage or blockholder coordination would require examining subsequent amendment schedules or definitive proxy filings.
What changed: Schedule 13G beneficial ownership report filed by Karpus Management, Inc. The provided excerpt identifies only the reporting form and the holding entity. It contains no share quantities, percentage of outstanding securities, acquisition dates, cost basis, or transaction history. Consequently, there is no reported shift affecting redemption thresholds, trust account distribution mechanics, extension triggers, business combination timelines, or sponsor conduct. No assertions regarding customers, revenue, market size, strategy, technology, partnerships, litigation, or personnel are present. Any descriptive characterization derives solely from the filing header attributing the submission to Karpus Management, Inc. Why it matters: For investors tracking DMAA’s redemption window, trust liquidity, merger execution, or sponsor accountability, this fragment does not alter risk parameters or timing expectations. Routine Schedule 13G disclosures signal passive equity positions exceeding five percent, but without cited ownership levels or effective dates, the excerpt cannot indicate whether Karpus Management holds sufficient shares to influence a stockholder vote, accelerate a business combination deadline, or affect redemption pressure. Future amendments specifying share counts, percentages, or purpose-of-transaction language would be required to reassess materiality relative to the SPAC’s capital structure and deal cadence.
What changed: Annual Report on Form 10-K. First annual report as a public company; IPO completed on Jan 29, 2025 (20M units @ $10.00) and over-allotment exercised Feb 18, 2025 (3M units), placing $231.15M in trust ($10.05 per public share). Trust per-share value is $10.05, not $10.00. Deadline: 15 months from IPO closing, extendable to 21 months by sponsor depositing $0.10 per public share per extension. No business combination target or substantive discussions identified. CEO Lynn Stockwell's other company, Bright Green Corp. (BGXX), filed for Chapter 11 bankruptcy on Feb 22, 2025. Public float was $0 at June 28, 2024. 41 holders of record as of March 28, 2025. Why it matters: This is the first 10-K providing full trust mechanics, redemption terms, and sponsor conduct. Trust holds $10.05 per share. CEO's affiliation with a bankrupt entity (BGXX) is disclosed. Disclosure controls were deemed ineffective due to material weakness in segregation of duties. No target or substantive discussions have been initiated.
What changed: A routine compliance exhibit—specifically, a Joint Filing Agreement submitted as Exhibit 4 to a Schedule 13D beneficial ownership report. First, this document is identified as a joint filing agreement executed pursuant to Rule 13d-1(k). Second, bearing on your tracked mechanics—redemption deadlines, trust value, extensions, deal progress, and sponsor conduct—this filing alters none of them. It introduces no modifications to merger timelines, trust account distribution protocols, extension waivers or triggers, announced target company progress, or sponsor voting arrangements. Third, regarding whatever else of substance, the document contains zero claims about customers, revenue, market size, corporate strategy, technology, partnerships, litigation, or additional personnel. The only concrete detail provided is the execution signature: Drugs Made In America Acquisition LLC, by its Managing Member Lynn Stockwell, consented to the joint filing on March 3, 2025. Why it matters: Although procedurally standard, this exhibit matters for sponsor conduct transparency and disclosure tracking as the SPAC approaches its redemption period and special meeting. It establishes that the reporting burden for DMAA securities is being handled collectively by unnamed reporting persons under the umbrella of Drugs Made In America Acquisition LLC, with Lynn Stockwell designated as the authorized signatory. This creates a verified chain of custody for beneficial ownership reporting, allowing shareholders to monitor sponsor alignment, voting capacity, and disclosure consistency before redemptions are finalized. Because the agreement is strictly administrative, it exerts no independent pressure on the trust distribution waterfall, business combination deadline, or underlying deal terms, and investors should direct attention to subsequent amendment filings or the definitive proxy statement for actual mechanical or operational developments.
What changed: Form 8-K Current Report and attached Pro Forma Unaudited Balance Sheet dated February 18, 2025, documenting the closing of the underwriters’ full over-allotment option, a supplementary sponsor private placement, and updated trust and balance sheet figures following the company’s initial public offering. The filing reports that the underwriters fully exercised their over-allotment option on February 18, 2025, purchasing 3,000,000 additional Units at $10.00 per Unit, generating $30,000,000 in gross proceeds. Simultaneously, sponsor Drugs Made In America Acquisition LLC purchased an additional 30,000 Private Placement Units at $10.00 per Unit for $300,000. The document states that $231,150,000 of net proceeds were deposited into the trust account. The pro forma balance sheet lists ordinary shares subject to possible redemption at 20,000,000 shares carrying a redemption value of $10.05 per share. The deferred underwriting fee payable increased by $900,000 to $6,900,000, and the $305,179 overallotment option liability was eliminated upon full exercise. The company further notes that 1,285,714 Founder Shares ceased being subject to forfeiture, issued 30,000 representative shares to the underwriters, and continues to carry a $1,100,000 subscription receivable from the sponsor’s initial purchase. Chief Executive Officer Lynn Stockwell executed the report on February 24, 2025. Why it matters: Closing the over-allotment option finalizes the public equity structure and immediately triggers the forfeiture reversal for founder shares, altering early-stage dilution dynamics. The documented $10.05 per-share redemption value establishes the current baseline accounting value for public shareholders considering early exits, exceeding the original $10.00 offering price. Formalizing the $6,900,000 deferred underwriting obligation and removing the $305,179 liability produces a verified post-IPO balance sheet benchmark before any acquisition activity begins. The unresolved $1,100,000 sponsor receivable represents a minor pending capital call that may affect near-term operating liquidity. The filing contains no announcements regarding merger candidates, deal progression, extension proposals, or specific shareholder vote dates, meaning redemption windows and business combination timelines remain governed exclusively by the original prospectus framework.
What changed: Routine compliance exhibit (Form 8-K with attached press release) announcing the separate trading of ordinary shares and rights following the initial public offering. The filing reports that, commencing February 25, 2025, holders of the Company’s Units may elect to separately trade the ordinary shares and rights included in each Unit. Each Unit consists of one ordinary share, par value $0.0001 per share, and one right to receive one-eighth (1/8) of an ordinary share. Separated ordinary shares will trade under the symbol “DMAA,” separated rights under “DMAAR,” and undivided Units will continue trading as “DMAAU” on The Nasdaq Global Market. Holders must instruct their brokers to contact VStock Transfer LLC to effect the separation. Only whole rights will trade; the Company explicitly states no fractional rights will be issued. The report notes the registration statement on Form S-1 was declared effective January 7, 2025, and a post-effective amendment became effective January 27, 2025. Why it matters: This administrative update clarifies the capital structure that will begin trading ahead of any future business combination, though it does not alter redemption calendars, announce trust account adjustments, set extension terms, or confirm target selection. By locking in unit separation mechanics, it dictates how existing liquidity positions will adjust once trading begins and establishes the precise security types subject to potential future redemption or vote dilution. Regarding strategic direction, the attached press release claims the Company intends to focus its search on the pharmaceutical industry to mitigate risks in the U.S. medical supply chain, specifically targeting investments in businesses that reduce American reliance on concentrated geographic production areas through on-shoring of advanced domestic manufacturing technologies for critical drugs, as stated by the registrant. Chief Executive Officer Lynn Stockwell executed the report.
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.