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GBRG SEC filings, in plain English

Everything Goldenbridge Acquisition Ltd has filed with the SEC that we hold — 40 filings, newest first, 4 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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New filings appear here within minutes of hitting EDGAR; summaries follow once the pipeline has read them.

  • What changed vs 2023-02-16trust $58.8M → $58.8M -0%deadline 2023-03-04 → 2023-06-04
    trust account, combination deadline, going-concern doubt +22 moved · 3 with no prior record of ours
    Trust account
    $58.8M$58.8M

    SpacBrain reads this as $1,048 left the trust between the two filings.

    The clause …“2022 (Level 1) (Level 2) (Level 3) (Audited) Assets: U.S. Treasury Securities held in Trust Account* $ 58,753,500 $ 58,753,500 $ - $ - Liabilities: Warrant liabilities $ 840,000 $ - $ - $ 840,000 * included in cash and investments held”…

    Combination deadline
    2023-03-042023-06-04

    SpacBrain reads this as 92 days later than the previous record.

    The clause …“doubt about the Company’s ability to continue as a going concern if a Business Combination is not consummated by June 4, 2023. These unaudited consolidated financial statements do not include any adjustments relating to the”…

    Going-concern doubt
    stated · unchanged

    The clause …“to it on commercially acceptable terms, if at all. These conditions raise substantial doubt about the Company’s ability to continue as a going concern if a Business Combination is not consummated by June 4, 2023 or September 4, 2023”…

    Redeemable shares
    1.75M · unchanged

    The clause …“of the Company’s control. Accordingly, at March 31, 2023 and June 30, 2022, 1,745,613 and 5,750,000 ordinary shares subject to possible redemption, respectively, are presented as temporary equity, outside of the shareholders’ equity”…

    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: Item 7.01 (Regulation FD): Goldenbridge Acquisition discloses that the SunCar projections for the years ending December 31, 2022 through December 31, 2026 on pages 105-106 of the proxy statement, prepared on July 8, 2022, cannot be met. It states that because of COVID-19 lockdowns in China during 2022, SunCar's management has indicated it is not able to meet its original 2022 projections, that actual results over the projected periods could be materially different, and that the projections SHOULD NOT BE RELIED UPON. SunCar has not updated them and does not intend to. Why it matters: The projections in question were in the proxy that shareholders voted on for the SunCar merger on April 14, 2023, and this correction is furnished on May 12, 2023 — after the vote. The company states plainly that its target cannot meet the first year of the five-year forecast used to market the transaction, and that no updated forecast will be provided. A holder relying on the proxy's numbers has been told by the issuer not to.

  • What changed: Item 5.07: At Goldenbridge Acquisition's extraordinary general meeting on April 14, 2023, holders of 3,059,941 ordinary shares — 85.91% of shares outstanding on the March 24, 2023 record date — were present, constituting a quorum. Shareholders approved all five proposals: the Reincorporation Merger, Acquisition Merger, Nasdaq, Pre-Merger Charter Amendment and PubCo Charter proposals, each carried 3,030,295 for and 29,646 against with no abstentions or broker non-votes, except the Nasdaq Proposal at 3,030,285 for and 29,656 against. Why it matters: Every shareholder condition for the business combination is now satisfied, and the margins are near-unanimous among those who voted. The operationally important sentence is the last one: the company states it plans to close as soon as possible and WILL CONTINUE TO ACCEPT REVERSAL OF REDEMPTION REQUESTS UNTIL CLOSING, so the redemption figure was still moving when this report was filed and no final count is stated here.

  • What changed: Goldenbridge Acquisition Limited called an Extraordinary General Meeting for April 14, 2023 at 10:00 a.m. Eastern time, virtual, on its merger agreement dated May 23, 2022 with Auto Services Group Limited (SunCar). As of March 23, 2023 the trust account held approximately $18,837,901, and the GBRG Ordinary Share last traded at $10.58; the trust was converted entirely into cash on or about October 4, 2022. Why it matters: An $800 million share consideration against an $18.8 million trust means GBRG public holders would own roughly 2% of the combined company even before redemptions — the SunCar shareholders take essentially all of it, and the Class B block of 49.6 million shares concentrates voting control further. Converting the trust to cash in October 2022 removed mark-to-market risk. The redemption right, backed by $18.8 million of cash, is the certain alternative.

    What changed vs 2022-10-21going concern APPEARED
    going-concern doubt, trust account, mandate language +21 moved · 4 with no prior record of ours
    Going-concern doubt
    not statedstated

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

    The clause …“to it on commercially acceptable terms, if at all. These conditions raise substantial doubt about our ability to continue as a going concern if a business combination is not consummated by June 4, 2023 (or up to September 4, 2023,”…

    Trust account
    not previously extracted$58.8M

    The clause …“interest income). As of June 30, 2022, we had cash and marketable securities held in the Trust Account of $58,754,548. As of December 31, 2022, we had cash of $ $59,738 outside of the Trust Account. As of June 30, 2022, we had cash of”…

    Mandate language
    not previously extractedthe Company intends to focus on opportunities in the artific…
    Redeemable shares
    not previously extracted5.75M

    The clause …“be outside of the Company’s control. Accordingly, at June 30, 2022 and 2021, 5,750,000 and 5,750,000 ordinary shares subject to possible redemption, respectively, are presented as temporary equity, outside of the shareholders’ equity”…

    Combination deadline
    2023-09-04 · unchanged

    The clause …“three times for three additional months each time from December 4, 2022 to September 4, 2023. On November 23, 2022, 4,004,387 GBRG Shares were redeemed by a number of shareholders at a price of approximately $10.3877 per share, in an”…

    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 2022-11-16trust $59.6M → $58.8M -1%deadline 2022-12-04 → 2023-03-04shares 5.75M → 1.75M -70%
    trust account, combination deadline, redeemable shares +23 moved · 2 with no prior record of ours
    Trust account
    $59.6M$58.8M

    SpacBrain reads this as $836,302 left the trust between the two filings.

    The clause …“(Audited) (Level 1) (Level 2) (Level 3) Assets: U.S. Treasury Securities held in Trust Account* $ 58,754,548 $ 58,754,548 $ - $ - Liabilities: Warrant liabilities $ 840,000 $ - $ - $ 840,000 * included in cash and investments held”…

    Combination deadline
    2022-12-042023-03-04

    SpacBrain reads this as 90 days later than the previous record.

    The clause …“doubt about the Company’s ability to continue as a going concern if a Business Combination is not consummated by March 4, 2023. These unaudited consolidated financial statements do not include any adjustments relating to the”…

    Redeemable shares
    5.75M1.75M

    SpacBrain reads this as 4,004,387 shares are no longer redeemable.

    The clause …“the Company’s control. Accordingly, at December 31, 2022 and June 30, 2022, 1,745,613 and 5,750,000 ordinary shares subject to possible redemption, respectively, are presented as temporary equity, outside of the shareholders’ equity”…

    Going-concern doubt
    stated · unchanged

    The clause …“to it on commercially acceptable terms, if at all. These conditions raise substantial doubt about the Company’s ability to continue as a going concern if a Business Combination is not consummated by March 4, 2023 or September 4,”…

    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 2022-05-16trust $58.1M → $59.6M +3%deadline 2022-06-04 → 2022-12-04
    trust account, combination deadline, going-concern doubt +22 moved · 3 with no prior record of ours
    Trust account
    $58.1M$59.6M

    SpacBrain reads this as $1,494,863 was added to the trust between the two filings.

    The clause …“$ 38,125 $ 110,643 Total current assets 38,125 110,643 Cash and investments held in trust account 59,590,850 58,754,548 TOTAL ASSETS $ 59,628,975 $ 58,865,191 LIABILITIES, TEMPORARY EQUITY AND SHAREHOLDERS’ DEFICIT Current”…

    Combination deadline
    2022-06-042022-12-04

    SpacBrain reads this as 183 days later than the previous record.

    The clause …“doubt about the Company’s ability to continue as a going concern if a Business Combination is not consummated by December 4, 2022. These audited consolidated financial statements do not include any adjustments relating to the”…

    Going-concern doubt
    stated · unchanged

    The clause …“to it on commercially acceptable terms, if at all. These conditions raise substantial doubt about the Company’s ability to continue as a going concern if a Business Combination is not consummated by December 4, 2022. These unaudited”…

    Redeemable shares
    5.75M · unchanged

    The clause …“the Company’s control. Accordingly, at September 30, 2022 and June 30, 2022, 5,750,000 and 5,750,000 ordinary shares subject to possible redemption, respectively, are presented as temporary equity, outside of the shareholders’ equity”…

    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: Goldenbridge Acquisition Limited called an Extraordinary General Meeting for November 23, 2022 at 10:00 a.m. Eastern Time by teleconference, to extend the deadline up to three times by three months each from December 4, 2022, already 21 months after the IPO following three prior extensions. Aggregate consideration for the Acquisition Merger under the May 23, 2022 agreement is $800,000,000, payable as 80,000,000 PubCo ordinary shares valued at $10.00 each. SunCar is willing to lend the Company up to $575,000 per extension, or up to $1,725,000 if the maximum extension is used. Why it matters: The target, not the sponsor, is funding the extension — up to $1,725,000 from SunCar — which is a meaningful signal of the counterparty's commitment and adds real value to the trust for holders who stay. Set against that, an $800,000,000 consideration paid in 80,000,000 shares leaves GBRG public holders a small fraction of the combined company. Redeeming at the pro rata trust portion avoids that dilution.

  • What changed vs 2021-09-01trust $57.5M → $58.8M +2%going concern APPEARED
    trust account, going-concern doubt, combination deadline +22 moved · 3 with no prior record of ours
    Trust account
    $57.5M$58.8M

    SpacBrain reads this as $1,255,397 was added to the trust between the two filings.

    The clause …“$136,639 of cash. As of June 30, 2022, we had cash and marketable securities held in the Trust Account of $58,754,548. We may withdraw interest to pay our income taxes, if any. We intend to use substantially all of the net proceeds of”…

    Going-concern doubt
    not statedstated

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

    The clause …“from the issuance date of the financial statements. These conditions raise substantial doubt about the Company’s ability to continue as a going concern. Management’s plans in regard to these matters are also described in Note 1. The”…

    Combination deadline
    not previously extracted2022-12-04

    The clause …“doubt about the Company’s ability to continue as a going concern if a Business Combination is not consummated by December 4, 2022. These audited consolidated financial statements do not include any adjustments relating to the”…

    Redeemable shares
    not previously extracted5.75M

    The clause …“be outside of the Company’s control. Accordingly, at June 30, 2022 and 2021, 5,750,000 and 5,750,000 ordinary shares subject to possible redemption, respectively, are presented as temporary equity, outside of the shareholders’ equity”…

    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 complete GBRG filing history on EDGARopens on sec.gov in a new tab


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.