ESHA SEC filings, in plain English
Everything ESH Acquisition Corp. has filed with the SEC that we hold — 40 filings, newest first, 2 with a plain-English summary of what changed and why it matters. Every row links to the primary document on EDGAR, so you can check the source rather than trust us.
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What changed: ESH Acquisition Corp. called its annual meeting for 10:00 a.m. Eastern Time on December 3, 2025 as a virtual meeting to approve an Extension Amendment and Trust Amendment giving it up to six additional one-month periods after December 16, 2025 to complete a business combination. A Business Combination Agreement with The Original Fit Factory, Ltd. of Scotland was entered September 15, 2025. The trust held approximately $8,621,929.41 as of November 17, 2025, an anticipated redemption price of about $11.65 per share, against a Nasdaq closing price of $11.40 on November 18, 2025. Why it matters: The trust floor of about $11.65 sits $0.25 above the $11.40 market price, so redeeming is worth more than selling - the usual signal that the market doubts the deal. The monthly contribution of the lesser of $30,000 or five cents a share does accrete the trust, modestly rewarding holders who stay. Representative Shares held by affiliates of I-Bankers and Dawson James are excluded from redemption, so underwriter stock does not draw on the trust.
What changed vs 2024-11-05deadline 2025-12-16 → 2026-06-13combination deadline1 moved
- Combination deadline
- 2025-12-162026-06-13
SpacBrain reads this as 179 days later than the previous record.
The clause …“approved and the Extension is implemented but we do not complete an initial business combination, including the Potential Business Combination, by June 13, 2026, we will: (i) cease all operations except for the purpose of winding up,”…
Read from stored SEC filing text by a regex — no model is involved — and each side links to the filing it came from. “Not previously extracted” is a statement about our record, not about the company: the clause may be present in wording we do not match.
- What changed vs 2025-08-19trust $8.4M → $8.5M +2%
trust account, combination deadline, going-concern doubt +11 moved · 3 with no prior record of ours
- Trust account
- $8.4M$8.5M
- Combination deadline
- 2025-12-16 · unchanged
- Going-concern doubt
- stated · unchanged
- Redeemable shares
- 740K · unchanged
SpacBrain reads this as $136,668 was added to the trust between the two filings.
The clause “Prepaid income taxes 9,633 — Total Current Assets 277,471 1,493,118 Investments held in Trust Account 8,548,921 8,485,212 TOTAL ASSETS $ 8,826,392 $ 9,978,330 LIABILITIES, COMMON STOCK SUBJECT TO POSSIBLE REDEMPTION, AND STOCKHOLDERS’”…
The clause …“Company’s liquidity condition and mandatory liquidation, should the Initial Business Combination not occur by December 16, 2025, and potential subsequent dissolution, raise substantial doubt about our ability to continue as a going”…
The clause …“condition and date for mandatory liquidation and subsequent dissolution raise substantial doubt about the Company’s ability to continue as a going concern. Management plans to consummate an Initial Business Combination prior to the”…
The clause …“100,000,000 shares authorized; 3,152,500 issued and outstanding (excluding 739,881 shares subject to possible redemption) at September 30, 2025 and December 31, 2024 315 315 Class B common stock, $ 0.0001 par value; 10,000,000 shares”…
Read from stored SEC filing text by a regex — no model is involved — and each side links to the filing it came from. “Not previously extracted” is a statement about our record, not about the company: the clause may be present in wording we do not match.
- What changed vs 2025-05-20trust $8.3M → $8.4M +2%
trust account, combination deadline, going-concern doubt +11 moved · 3 with no prior record of ours
- Trust account
- $8.3M$8.4M
- Combination deadline
- 2025-12-16 · unchanged
- Going-concern doubt
- stated · unchanged
- Redeemable shares
- 740K · unchanged
SpacBrain reads this as $160,443 was added to the trust between the two filings.
The clause “Prepaid income taxes 6,528 — Total Current Assets 614,943 1,493,118 Investments held in Trust Account 8,412,253 8,485,212 TOTAL ASSETS $ 9,027,196 $ 9,978,330 LIABILITIES, COMMON STOCK SUBJECT TO POSSIBLE REDEMPTION, AND STOCKHOLDERS’”…
The clause …“Company’s liquidity condition and mandatory liquidation, should the Initial Business Combination not occur by December 16, 2025, and potential subsequent dissolution, raise substantial doubt about our ability to continue as a going”…
The clause …“condition and date for mandatory liquidation and subsequent dissolution raise substantial doubt about the Company’s ability to continue as a going concern. Management plans to consummate an Initial Business Combination prior to the”…
The clause …“100,000,000 shares authorized; 3,152,500 issued and outstanding (excluding 739,881 shares subject to possible redemption) at June 30, 2025 and December 31, 2024 315 315 Class B common stock, $ 0.0001 par value; 10,000,000 shares”…
Read from stored SEC filing text by a regex — no model is involved — and each side links to the filing it came from. “Not previously extracted” is a statement about our record, not about the company: the clause may be present in wording we do not match.
- What changed vs 2024-11-14trust $123.8M → $8.3M -93%deadline 2024-12-16 → 2025-12-16shares 11.5M → 740K -94%
trust account, combination deadline, redeemable shares +13 moved · 1 with no prior record of ours
- Trust account
- $123.8M$8.3M
- Combination deadline
- 2024-12-162025-12-16
- Redeemable shares
- 11.5M740K
- Going-concern doubt
- stated · unchanged
SpacBrain reads this as $115,542,258 left the trust between the two filings.
The clause …“portion 57,119 127,539 Total Current Assets 1,485,245 1,493,118 Investments held in Trust Account 8,251,810 8,485,212 TOTAL ASSETS $ 9,737,055 $ 9,978,330 LIABILITIES, COMMON STOCK SUBJECT TO POSSIBLE REDEMPTION, AND STOCKHOLDERS’”…
SpacBrain reads this as 365 days later than the previous record.
The clause …“Company’s liquidity condition and mandatory liquidation, should the Initial Business Combination not occur by December 16, 2025, and potential subsequent dissolution, raise substantial doubt about our ability to continue as a going”…
SpacBrain reads this as 10,760,119 shares are no longer redeemable.
The clause …“100,000,000 shares authorized; 3,152,500 issued and outstanding (excluding 739,881 shares subject to possible redemption) at March 31, 2025 and December 31, 2024 315 315 Class B common stock, $ 0.0001 par value; 10,000,000 shares”…
The clause …“condition and date for mandatory liquidation and subsequent dissolution raise substantial doubt about the Company’s ability to continue as a going concern. Management plans to consummate an Initial Business Combination prior 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.
- What changed vs 2024-04-01trust $120.0M → $8.5M -93%deadline 2024-12-16 → 2025-12-16
trust account, combination deadline, redeemable shares +22 moved · 3 with no prior record of ours
- Trust account
- $120.0M$8.5M
- Combination deadline
- 2024-12-162025-12-16
- Redeemable shares
- not previously extracted740K
- Going-concern doubt
- stated · unchanged
- Mandate language
- we intend to target businesses larger than we could acquire … · unchanged
SpacBrain reads this as $111,515,154 left the trust between the two filings.
The clause “7 of cash for operating activities. As of December 31, 2024, we had investments held in the Trust Account of $8,485,212 (including $945,420 of interest income) consisting of U.S. Treasury securities. Interest income on the balance in the”…
SpacBrain reads this as 365 days later than the previous record.
The clause …“has determined that if the Company is unable to complete an Initial Business Combination by December 16, 2025, then the Company will cease all operations except for the purpose of liquidating. The Company’s liquidity condition”…
The clause …“shares authorized; 3,152,500 and 287,500 issued and outstanding (excluding 739,881 and 11,500,000 shares subject to possible redemption) at December 31, 2024 and 2023, respectively 315 28 Class B common stock, $ 0.0001 par value;”…
The clause …“accounting firm’s report contains an explanatory paragraph that expresses substantial doubt about our ability to continue as a “going concern.” In connection with the Company’s assessment of going concern considerations in”…
Read from stored SEC filing text by a regex — no model is involved — and each side links to the filing it came from. “Not previously extracted” is a statement about our record, not about the company: the clause may be present in wording we do not match.
- What changed vs 2024-08-13trust $122.2M → $123.8M +1%
trust account, combination deadline, going-concern doubt +11 moved · 3 with no prior record of ours
- Trust account
- $122.2M$123.8M
- Combination deadline
- 2024-12-16 · unchanged
- Going-concern doubt
- stated · unchanged
- Redeemable shares
- 11.5M · unchanged
SpacBrain reads this as $1,588,812 was added to the trust between the two filings.
The clause …“Assets 1,787,991 2,204,786 Long-term prepaid insurance — 127,539 Investments held in Trust Account 123,794,068 120,000,366 TOTAL ASSETS $ 125,582,059 $ 122,332,691 LIABILITIES, COMMON STOCK SUBJECT TO POSSIBLE REDEMPTION, AND”…
The clause “Combination. We have determined that mandatory liquidation, should the Initial Business Combination not occur by December 16, 2024, and potential subsequent dissolution, raise substantial doubt about our ability to continue as a going”…
The clause “14-15, “Disclosures of Uncertainties about an Entity’s Ability to Continue as a Going Concern,” management has determined that if the Company is unable to complete an Initial Business Combination by December 16, 2024, then the Company”…
The clause …“100,000,000 shares authorized; 287,500 issued and outstanding (excluding 11,500,000 shares subject to possible redemption) at September 30, 2024 and December 31, 2023 28 28 Class B common stock, $ 0.0001 par value; 10,000,000”…
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: ESH Acquisition Corp. called a special meeting for December 3, 2024 at 10:00 a.m. Eastern Time, virtual, to allow up to 12 additional one-month extensions after December 16, 2024, with a matching Trust Agreement amendment moving Continental's liquidation date. Trust held approximately $123,408,777.25 as of October 31, 2024, an anticipated redemption price of about $10.75, against a Nasdaq closing price of $10.66 on November 1, 2024. The Sponsor intends to convert 2,865,000 of its 2,875,000 Class B shares into Class A and disclaim any trust claim on them. Why it matters: The $10.75 trust value against a $10.66 market price is a small discount to the cash floor, so a holder buying at market and redeeming captures the spread with the trust as protection. Twelve months of extension authority in one vote is unusually long and hands the sponsor an extended option; the sponsor's conversion of 2,865,000 founder shares to Class A while disclaiming trust rights preserves the per-share trust value for public holders but adds Class A shares to the post-deal float.
- What changed vs 2024-05-20trust $121.6M → $122.2M +1%
trust account, combination deadline, going-concern doubt +11 moved · 3 with no prior record of ours
- Trust account
- $121.6M$122.2M
- Combination deadline
- 2024-12-16 · unchanged
- Going-concern doubt
- stated · unchanged
- Redeemable shares
- 11.5M · unchanged
SpacBrain reads this as $639,573 was added to the trust between the two filings.
The clause …“Assets 2,090,730 2,204,786 Long-term prepaid insurance — 127,539 Investments held in Trust Account 122,205,256 120,000,366 TOTAL ASSETS $ 124,295,986 $ 122,332,691 LIABILITIES, COMMON STOCK SUBJECT TO POSSIBLE REDEMPTION, AND”…
The clause “Combination. We have determined that mandatory liquidation, should the Initial Business Combination not occur by December 16, 2024, and potential subsequent dissolution, raise substantial doubt about our ability to continue as a going”…
The clause “14-15, “Disclosures of Uncertainties about an Entity’s Ability to Continue as a Going Concern,” management has determined that if the Company is unable to complete an Initial Business Combination by December 16, 2024, then the Company”…
The clause …“100,000,000 shares authorized; 287,500 issued and outstanding (excluding 11,500,000 shares subject to possible redemption) at June 30, 2024 and December 31, 2023 28 28 Class B common stock, $ 0.0001 par value; 10,000,000 shares”…
Read from stored SEC filing text by a regex — no model is involved — and each side links to the filing it came from. “Not previously extracted” is a statement about our record, not about the company: the clause may be present in wording we do not match.
- What changed vs 2023-11-14trust $118.4M → $121.6M +3%going concern APPEARED
trust account, going-concern doubt, combination deadline +12 moved · 2 with no prior record of ours
- Trust account
- $118.4M$121.6M
- Going-concern doubt
- not statedstated
- Combination deadline
- not previously extracted2024-12-16
- Redeemable shares
- 11.5M · unchanged
SpacBrain reads this as $3,140,673 was added to the trust between the two filings.
The clause …“2,120,473 2,204,786 Long-term prepaid insurance 57,119 127,539 Investments held in Trust Account 121,565,683 120,000,366 TOTAL ASSETS $ 123,743,275 $ 122,332,691 LIABILITIES, COMMON STOCK SUBJECT TO POSSIBLE REDEMPTION, AND”…
SpacBrain reads this as the substantial-doubt sentence is in this filing and not in the previous one.
The clause “14-15, “Disclosures of Uncertainties about an Entity’s Ability to Continue as a Going Concern,” management has determined that if the Company is unable to complete an Initial Business Combination by December 16, 2024, then the Company”…
The clause …“Business Combination. We have determined that mandatory liquidation, should a business combination not occur by December 16, 2024, and potential subsequent dissolution raise substantial doubt about our ability to continue as a going”…
The clause …“100,000,000 shares authorized; 287,500 issued and outstanding (excluding 11,500,000 shares subject to possible redemption) at March 31, 2024 and December 31, 2023 28 28 Class B common stock, $ 0.0001 par value; 10,000,000 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.
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.