Fortress Capital Acquisition Corp
FCAX · NYSE
NO ACTION REQUIRED
Nothing left to do
The cash went back to shareholders and the company wound up. There is no deadline left to miss.
Cash at settlement
No cash-per-share figure was filed for this vehicle before it finished.
Last close
Daily close
No price history on file yet — daily closes accumulate from the market data feed.
Trust settled · There is no line to draw here. This vehicle has finished: the cash was paid back or spent closing the deal, so the last filed figure describes an account that no longer exists and would be a floor under nothing.
SpacBrain’s read
Trust settled
The trust was liquidated and paid back to holders pro rata — the floor was honoured and the SPAC has wound up, so there is nothing left to claim.
In plain terms
- What it is
- A SPAC from Fortress Capital Acquisition Sponsor LLC, listed on NYSE in January 2021.
- What it's doing now
- It never completed a purchase. The company wound up and the cash in the account went back to shareholders — the ordinary ending when a SPAC runs out of time. No agreed deal for it is on file with us, so we cannot say whether one was ever announced and later fell through.
- What you should know
- This SPAC has finished. The cash was paid back to shareholders and the company wound up, so there is nothing left to claim — the money went where the charter said it would.
At a glance
- Where it stands
- Liquidated
- Deal
- none — it wound up and returned the cash instead
- Industry
- no filing we hold states a sector this SPAC restricted its search to
- Deal value
- no deal to value — it wound up instead
- Price vs cash at settlement
- no live price on file
- Cash in trust when it settled
- not yet extracted into a snapshot — the filings below may state it
- the last trust total filed while this was still a SPAC — the account has since been paid out or used to close the deal
- IPO
- 14 January 2021
- size not on file · 100.0% of each $10 unit into trust
- Headquarters
- 1345 AVENUE OF AMERICAS, NEW YORK, NY, 10105
- registered in the Cayman Islands
- Lead underwriter
- not extracted from the prospectus yet
- Key officers
- Bass Daniel (Chief Financial Officer) · Kalk Gary (Director) · Wadhawan Varun (Chief Operating Officer)
- Listed securities
- FCAX common
This vehicle has finished, so there is no window to file a cash-per-share figure for and none will follow. No estimate is shown in its place.
Nothing dated is on file. That is an absence in the record, not a statement that nothing is coming.
Yield to redemption
Nothing left to redeem — no yield to compute.
This SPAC has finished — its trust was paid back or used to close the deal, so there is nothing left to redeem and no yield to compute. A yield to redemption is a claim that you can hand these shares back for the trust cash. That account is closed, so this page will not print a number here.
What happened to the cash
The reasoning behind the verdict above, in the order the filings establish it.
- The trust was liquidated and paid back to holders pro rata — the floor was honoured and the SPAC has wound up, so there is nothing left to claim.
What has happened, and what is coming
1 dated milestoneEvery dated step from the day it listed to the next date you may have to act on. Where you have to do something, the day your broker needs the instruction is marked too.
- 14 January 2021IPOpassed
IPO size not on file
The score
deterministic, from filed fieldsFCAX is not in the scored universe, so no score is shown. A withheld score is a fact about the record, not a verdict about the company.
The score is only published for names that carry both a price and a filed cash-per-share figure — 292 of the tracked fleet today. The rest keep an empty dial rather than a modelled one, and fill in by themselves as the fields land.
The company
from SEC filingsRead the full profile
Fortress Capital Acquisition Corp was a blank-check company that listed its common ticker FCAX on the New York Stock Exchange. The company priced its IPO on January 14, 2021, per 424B prospectus 0001193125-21-009135. On January 4, 2023, it filed an 8-K, accession number 0001193125-23-001586, announcing it would redeem all of its outstanding Class A ordinary shares, effective as of the close of business on January 18, 2023. The company subsequently liquidated, winding up and returning the trust cash to shareholders.
Material findings
from the full read of every filingEvery document this company files gets read whole — body and exhibits. These are the ones the read flagged as material, newest first, each citing its filing.
The quarter's $1,645,928 of net income is entirely accounting. It is $17,154 of trust interest plus an $8,384,490 fall in warrant fair value, less $929,159 of offering costs allocated to the warrants, $324,286 of general expenses and - the notable item - a $5,502,271 loss on the excess of fair value over the cash the sponsor paid for its private placement warrants. That loss measures what the sponsor received above what it paid, recognised in the SPAC's own income statement. Shareholders' equity sits at exactly $5,000,001.
A model built on the registration statement overstates FCAX's warrant overhang by a quarter: one-fifth of a warrant per unit was the priced term, not the one-fourth drafted three weeks earlier. Two call regimes are stated, at $18.00 and at $10.00 per Class A ordinary share, adjusting to 180% of the higher of the Market Value and the Newly Issued Price and to that higher figure respectively. Warrants become exercisable on the later of 30 days after the initial business combination and 12 months from closing.
Warrant coverage is a quarter-warrant per unit, so the overhang is materially thinner than a half or third and cannot be assumed from peers. Two call regimes are stated, at $18.00 and at $10.00 per Class A ordinary share, adjusting to 180% of the higher of the Market Value and the Newly Issued Price and to that higher figure respectively. Warrants become exercisable on the later of 30 days after the initial business combination and 12 months from the closing of the offering. All public shares are redeemed if no business combination is completed within 24 months from closing.
Filings
live EDGAR feedEverything this company has filed with the SEC recently, newest first, each with a plain summary of what changed and why it matters.
Show the other 10 filings
- What changed vs 2022-08-11trust $400.6M → $402.4M +0%
trust account, combination deadline, going-concern doubt +11 moved · 3 with no prior record of ours
- Trust account
- $400.6M$402.4M
- Combination deadline
- 2023-01-15 · unchanged
- Going-concern doubt
- stated · unchanged
- Redeemable shares
- 40.0M · unchanged
SpacBrain reads this as $1,805,639 was added to the trust between the two filings.
The clause …“expenses 266,320 848,979 Total current assets 350,889 1,506,322 Investments held in Trust Account 402,431,002 400,045,051 Total Assets $ 402,781,891 $ 401,551,373 Liabilities and Shareholders’ Equity: Current liabilities: Accounts”…
The clause …“of Financial Statements — Going Concern,” the requirement to complete a Business Combination by January 15, 2023 raises substantial doubt about our ability to continue as a going concern. The unaudited condensed financial”…
The clause …“a Business Combination. In connection with the Company’s assessment of going concern considerations in accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 205-40, “Presentation”…
The clause …“future events. Accordingly, as of September 30, 2022 and December 31, 2021, 40,000,000 Class A ordinary shares subject to possible redemption at the redemption value were presented as temporary equity, outside of the shareholders’”…
Read from stored SEC filing text by a regex — no model is involved — and each side links to the filing it came from. “Not previously extracted” is a statement about our record, not about the company: the clause may be present in wording we do not match.
- What changed vs 2022-05-12trust $400.1M → $400.6M +0%
trust account, combination deadline, going-concern doubt +11 moved · 3 with no prior record of ours
- Trust account
- $400.1M$400.6M
- Combination deadline
- 2023-01-15 · unchanged
- Going-concern doubt
- stated · unchanged
- Redeemable shares
- 40.0M · unchanged
SpacBrain reads this as $540,195 was added to the trust between the two filings.
The clause …“expenses 506,322 848,979 Total current assets 645,326 1,506,322 Investments held in Trust Account 400,625,363 400,045,051 Total Assets $ 401,270,689 $ 401,551,373 Liabilities and Shareholders’ Equity: Current liabilities: Accounts”…
The clause …“of Financial Statements — Going Concern,” the requirement to complete a Business Combination by January 15, 2023 raises substantial doubt about our ability to continue as a going concern. The unaudited condensed financial”…
The clause …“a Business Combination. In connection with the Company’s assessment of going concern considerations in accordance with Financial Accounting Standards Board’s (“FASB”) Accounting Standards Codification (“ASC”) 205-40,”…
The clause …“future events. Accordingly, as of June 30, 2022 and December 31, 2021, 40,000,000 Class A ordinary shares subject to possible redemption at the redemption value were presented as temporary equity, outside of the shareholders’”…
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.
The sponsor
The people who set this company up, what they have done before, and the advisers around the deal.
Fortress Capital Acquisition Sponsor LLCnamed as sponsor in this SPAC’s filings — but with no researched track record behind it yet.
A missing score, not a score of zero — why
A Sponsor Score is only published once the sponsor’s prior vehicles have been verified on EDGAR and their post-close outcomes priced. That record does not exist for this sponsor yet, so no number and no tier is shown. That is a missing score, not a score of zero — and not a neutral 50 either.
Coverage so far: 301 of 1283 tracked SPACs (23%) are attached to a scored sponsor. This card fills in by itself as the research lands.
The record
The reference detail — how the shares were structured at listing, how thinly they trade, and where the company is registered.
Show the reference detail
Unit structure
Unit: U = S + W/3 · 100.0% of the $10 unit
from 424B4 0001193125-21-009135
Trading & liquidity
Company profile
Directors & officers
- Bass DanielChief Financial Officer
- Kalk GaryDirector
- Wadhawan VarunChief Operating Officer
Institutional holders
from SC 13G/13DFunds that have declared a stake above 5%. Heavy ownership by arbitrage funds usually means heavy cash-outs at the next vote.
Show the declared stakes
5 filers with a stake on file · 0 re-affirmed in the last 12 months. A stake with no amendment since is the filer’s last word on it, not proof it is still held — and percentages filed in different years are percentages of different floats, because this vehicle’s share count collapses at every redemption.
- GLAZER CAPITAL, LLCwith 1 other reporting person on the same schedule9.9% · SC 13GFeb 14, 2023 stale
- Empyrean Capital Partners, LPwith 2 other reporting persons on the same schedule7.8% · SC 13G/AFeb 14, 2023 stale
- Sculptor Capital LP0.5% · SC 13G/AFeb 14, 2023 stale
- Saba Capital Management, L.P.with 1 other reporting person on the same schedule0.0% · SC 13G/AFeb 8, 2024 stale
- Fortress Capital Acquisition Sponsor LLC0.0% · SC 13G/AFeb 10, 2023 stale
One line per filer, not per reporting person: a joint schedule names the management company, its funds and often the individual who controls them, and all of them report the same shares. Click a name for that filer’s whole footprint across every SPAC it has declared a stake in.
Sources on file
harvested pages, kept in fullEvery public page we have read about this company, stored in full so a source can never go missing.
Show the sources
39 full SEC filing texts archived — searchable, never lost.
- Vault note — FCAX (Fortress Capital Acquisition Corp)
vault-note · /vault/tickers/FCAX
In plain English
tap a term to open itEvery piece of jargon this page could have used, and what it actually means.
Open the plain-English guide
No floor / floorlessthe cash guarantee is gone — the price is unprotected
A SPAC's downside protection is not the cash in trust; it is your right to demand that cash. Once the redemption window closes, the cash stays with the company and the share can trade anywhere.
Redemption deadlinethe last day to hand shares back for cash
Set by the filing that calls the meeting. Tender after it and the company is under no obligation to pay you the trust value.
Broker action datethe day your broker needs the instruction — earlier than the official date
Brokers batch redemption instructions to the transfer agent, so the practical cutoff is roughly two business days before the published deadline. This is the date that actually costs people the floor.
Cash in trust / trust per sharethe cash the company is holding for each public share
Filed quarterly in the 10-Q's XBRL. It earns interest between filings, so the figure on a given day is slightly higher than the last filed one — where we show that we label it an estimate.
Trust discountbuying below the cash held for you
Only meaningful while a redemption right exists. On a floorless name the same arithmetic is not a discount, it is the market pricing distress, and this product will not call it a yield.
Dilutionhow much of the company new shares take from you
Sponsor promote, PIPE shares, warrants and rights all issue stock that did not pay $10 for it. The headline deal value is before that; the effective value is after.
Pro-forma equitywhat the company is valued at once the deal closes
The combined company's equity value assuming the announced terms and the redemptions that have actually happened.
ARShow much upside you get per unit of downside
SpacBrain's asymmetric-return score. It is deterministic — the same inputs always produce the same number — and it is capped, not zeroed, when the floor is gone.
De-SPACthe day the SPAC becomes the real company
The shares stop being a claim on a pot of cash and start being equity in an operating business. Roughly 80% of recent de-SPACs traded below $10 within a year.
Outside datethe contractual long-stop for closing the deal
A deadline between the SPAC and its target, not between the SPAC and you. It confers no right to cash, which is exactly why it must never be counted as a redemption window.
Accession numberthe SEC's unique id for one filing
Every figure on this page carries the accession of the filing that states it, so you can open the primary document rather than trust us.
Accreted NAV (estimate)the last filed cash figure, plus the interest it should have earned since
A model, not a filing: last filed value compounded at the 3-month T-bill for the days elapsed. Always shown in italic with the word estimate, and never printed beside a filed number without it.
Ask the brain
from its filingsData provenance & audit trail3 internal entries
Written by SpacBrain’s data agents whenever a figure is captured, corrected or flagged, and kept verbatim so every number on this page can be traced back to the filing that states it. This is a running log, not the current record: an early entry may be superseded by a later correction — the panels above always hold the current values.
admitted from the HISTORICAL census (EDGAR's SIC 6770 registrant list, walked in full: 3,325 registrants, 1,167 of which ever priced an IPO). The live discovery job cannot reach this registrant — it reads the filing tape, and this one stopped filing. Admission rule: src/lib/universe-admit.ts. SIC 6770 (Blank Checks); 424B 0001193125-21-009135 priced 2021-01-14; common ticker FCAX off 8-K 0001193125-23-001586 (2023-01-04); lifecycle EXITED. Ending PROVEN, not inferred: LIQUIDATED per 8-K 0001193125-23-001586 (2023-01-04) — announced redemption of all public shares: “…Disclosure. On January 4, 2023, Fortress Capital Acquisition Corp. (the "Company") issued a press release announcing it will redeem all of its outstanding Class A ordinary shares, par value $0.0001, effective as of the close of business on January 18, 2023, because the Company will not be able to consummate an initial …”. ipoSizeM and deadline left NULL: gross-proceeds prose conflates the over-allotment with the offering, and a charter deadline belonging to a vehicle that has ended is a date nobody can act on. ipoDate is the 424B pricing date.
warrantStrike=11.5, unitSeparationDays=52 from the definitive prospectus (0001193125-21-009135). NOT FILLED: warrantCallPrice — no stated candidate; rightShareRatio — no stated candidate
sponsor "Fortress Capital Acquisition Sponsor LLC" sourced from prospectus definition (10-K) acc 0001823733-22-000004.