FLAC SEC filings, in plain English
Everything Frazier Lifesciences Acquisition Corp has filed with the SEC that we hold — 40 filings, newest first, 1 with a plain-English summary of what changed and why it matters. Every row links to the primary document on EDGAR, so you can check the source rather than trust us.
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- What changed vs 2022-08-11trust $138.1M → $138.8M +1%
trust account, combination deadline, going-concern doubt +11 moved · 3 with no prior record of ours
- Trust account
- $138.1M$138.8M
- Combination deadline
- not previously extracted2022-12-11
- Going-concern doubt
- stated · unchanged
- Redeemable shares
- 13.8M · unchanged
SpacBrain reads this as $707,209 was added to the trust between the two filings.
The clause …“expenses 69,216 261,333 Total current assets 444,761 1,488,049 Investments held in Trust Account 138,840,186 138,017,009 Total Assets $ 139,284,947 $ 139,505,058 Liabilities, Class A Ordinary Shares Subject to Possible Redemption and”…
The clause …“of going concern considerations in accordance with the ASC 205-40, we have until December 11, 2022 to consummate a Business Combination. It is uncertain that we will be able to consummate a Business Combination by this time. If”…
The clause …“are available to be issued, as such, the events and circumstances raise substantial doubt about the Company’s ability to continue as a going concern. Therefore, the Company will include a going concern disclosure in its financial”…
The clause “479,000,000 shares authorized; 501,000 shares issued and outstanding (excluding 13,800,000 shares subject to possible redemption) at September 30, 2022 and December 31, 2021 50 50 Class B ordinary shares, $ 0.0001 par value; 20,000,000”…
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: DEFM14A filed October 18, 2022: Frazier Lifesciences Acquisition Corporation's definitive proxy/prospectus for the combination with NewAmsterdam Pharma Holding B.V. under the business combination agreement dated July 25, 2022. The securities are issued by Holdco — NewAmsterdam Pharma Company B.V., a Dutch company converting to a naamloze vennootschap — which has applied to list on Nasdaq as NAMS and NAMSW; FLAC's own securities are delisted at closing. The general meeting is November 15, 2022 at 10:30 a.m. Eastern, by webcast and in person in Menlo Park. Illustrative Exchange Ratio 2.1307. Why it matters: The minimum cash condition of $250 million is larger than the money committed to meet it: $234.6 million of PIPE Financing (23,460,000 Holdco shares at $10.00) plus $15 million subject to non-redemption agreements, a gap the FLAC board's own reasoning section calls out. Trust held approximately $138.6 million at September 30, 2022, the record date, about $10.04 per share. Holdco shares run 86,125,642 assuming no redemption and 73,864,160 if the maximum 12,261,482 shares redeem. FLAC's founder shares convert at a rate that keeps the initial shareholders at about 19% after the PIPE.
minimum cash conditionnothing moved · 1 with no prior record of ours
- Minimum cash condition
- no earlier filing$250.0M
SpacBrain reads this as the min-cash condition binds at $250,000,000.
The clause …“including the limited number of conditions and the relative size of the minimum cash condition of $250 million as compared to the $234.6 million in committed PIPE Financing and the $15 million subject to non-redemption agreements.”…
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.