IRAA SEC filings, in plain English
Everything Iris Acquisition Corp 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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- What changed vs 2024-04-17trust $15.1M → $9.7M -36%deadline 2024-07-31 → 2025-06-30shares 407K → 174K -57%
trust account, combination deadline, redeemable shares +23 moved · 2 with no prior record of ours
- Trust account
- $15.1M$9.7M
- Combination deadline
- 2024-07-312025-06-30
- Redeemable shares
- 407K174K
- Going-concern doubt
- stated · unchanged
- Mandate language
- We will focus on investments whose growth potential is backe… · unchanged
SpacBrain reads this as $5,467,621 left the trust between the two filings.
The clause …“to complete our initial business combination (after taking into account the $9,660,000 of deferred underwriting commissions being held in the trust account). 19 Table of Contents We may effectuate our initial business combination with”…
SpacBrain reads this as 334 days later than the previous record.
The clause …“should the Company be required to liquidate after the Combination Period. The Business Combination Agreement provides that if the transaction is not closed by June 30, 2025, either party can terminate the Business Combination Agreement.”…
SpacBrain reads this as 232,132 shares are no longer redeemable.
The clause “0,000,000 shares authorized; 6,900,000 shares issued and outstanding (excluding 174,477 and 406,609 shares subject to possible redemption, respectively) at December 31, 2024 and December 31, 2023 690 690 Class B common stock, $ 0.0001”…
The clause “014-15, Disclosures of Uncertainties about an Entity’s Ability to Continue as a Going Concern, management has determined that the Company has and will continue to incur significant costs in pursuit of its acquisition plans which raises”…
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: Iris Acquisition Corp's business combination proxy statement and prospectus covers the November 30, 2022 agreement with Iris Parent Holding Corp. and Liminatus Pharma, LLC, valuing ParentCo common stock at $10.00 per share and registering an aggregate 24,574,477 ParentCo shares. Based on approximately $2,001,033 in the Trust Account as of January 2, 2025, as adjusted for redemptions paid in January 2025, stockholders would have received a redemption price of approximately $11.47 per share net of taxes. Private placement warrants strike at $11.50. Why it matters: A trust of roughly $2,001,033 at $11.47 per share implies only about 175,000 public shares remain — the SPAC has been redeemed down to almost nothing, so the combined company receives essentially no cash from the trust. Registering 24,574,477 ParentCo shares against that remnant means the surviving public float is a rounding error and the Liminatus holders take the company. The $11.47 redemption right is intact and remains the only cash certainty here.
outside date1 moved
- Outside date
- 2024-09-032025-06-30
SpacBrain reads this as 300 days later than the previous record.
The clause …“Parties desire to further amend the BCA to, among other things, extend the Outside Date (as defined in the BCA) to June 30, 2025; and WHEREAS, Section 11.1 of the BCA provides that the BCA may only be amended by a written instrument”…
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: Iris Acquisition Corp called a special meeting for 10:00 a.m. Eastern Time on December 20, 2024 as a virtual meeting, to extend the date for completing a business combination to March 31, 2025, subject to a further three-month extension at the Board's discretion. The IPO was consummated March 9, 2021. The Sponsor owns 6,900,000 Founder Shares of Class A common stock issued before the IPO, and Cantor Fitzgerald & Co. acted as representative of the underwriters. Why it matters: A monthly sponsor loan capped at $17,000 is nominal against a trust of any size - holders extending to March 2025, with a further discretionary three months, receive essentially no compensation for the delay. Nearly four years past its March 2021 IPO, the company is running on board discretion rather than shareholder votes. The redemption tender deadline of December 18 falls two days before the meeting, so the decision must be made blind to the outcome.
What changed vs 2024-08-26deadline 2024-12-31 → 2025-03-31combination deadline, trust account1 moved · 1 with no prior record of ours
- Combination deadline
- 2024-12-312025-03-31
- Trust account
- $6.9M · unchanged
SpacBrain reads this as 90 days later than the previous record.
The clause “Shares (as defined below) if the Corporation is unable to complete its initial Business Combination by March 31, 2025 (subject to an additional three month extension at the discretion of the Board) (or, in each case, if the Office of the”…
The clause …“the Sponsor and our officers or directors will not receive any monies held in the Trust Account as a result of their ownership of 6,900,000 Founder Shares, which were issued to the Sponsor prior to our IPO, and 5,013,333 Private”…
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 2024-08-23trust $3.1M → $2.7M -14%shares 287K → 239K -17%
trust account, redeemable shares, combination deadline +12 moved · 2 with no prior record of ours
- Trust account
- $3.1M$2.7M
- Redeemable shares
- 287K239K
- Combination deadline
- 2024-12-31 · unchanged
- Going-concern doubt
- stated · unchanged
SpacBrain reads this as $452,547 left the trust between the two filings.
The clause …“20,250 — Total current assets 394,187 210,881 Cash and Investments held in Trust Account 2,673,999 4,291,332 Total Assets $ 3,068,186 $ 4,502,213 Liabilities, Common Stock Subject to Possible Redemption”…
SpacBrain reads this as 48,107 shares are no longer redeemable.
The clause “0,000,000 shares authorized; 6,900,000 shares issued and outstanding (excluding 238,930 and 406,609 shares subject to possible redemption, respectively) at September 30, 2024 and December 31, 2023 690 690 Class B common stock, $”…
The clause …“Management has determined that if the Company is unable to complete a Business Combination by December 31, 2024 (the “Combination Period”), then the Company will cease all operations except for the purpose of liquidating. The”…
The clause …“Capital Loans outstanding. In connection with the Company’s assessment of going concern considerations in accordance with FASB ASC 205-40, Presentation of Financial Statements—Going Concern , management has determined that 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: Iris Acquisition Corp called a special meeting for 10:00 a.m. Eastern Time on September 5, 2024 as a completely virtual meeting, to extend the date for completing a business combination to December 31, 2024. The IPO was consummated March 9, 2021. The Sponsor owns 6,900,000 Founder Shares of Class A common stock issued before the IPO, with Cantor Fitzgerald & Co. as representative of the underwriters. Why it matters: A sponsor loan capped at $17,000 provides essentially no accretion to the trust, so holders granting nearly four more months receive nothing for the delay - and Iris would return in December for a further extension to March 2025 with board discretion for three more months beyond. Three and a half years past its March 2021 IPO, the pattern is a shell being kept alive at minimal cost. Redemption at trust is the only certain outcome.
What changed vs 2024-02-26deadline 2024-06-09 → 2024-12-31combination deadline, trust account1 moved · 1 with no prior record of ours
- Combination deadline
- 2024-06-092024-12-31
- Trust account
- $6.9M · unchanged
SpacBrain reads this as 205 days later than the previous record.
The clause “Shares (as defined below) if the Corporation is unable to complete its initial Business Combination by December 31, 2024 (or, in each case, if the Office of the Delaware Division of Corporations shall not be open for business (including”…
The clause …“the Sponsor and our officers or directors will not receive any monies held in the Trust Account as a result of their ownership of 6,900,000 Founder Shares, which were issued to the Sponsor prior to our IPO, and 5,013,333 Private”…
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 2024-05-23trust $4.3M → $3.1M -27%deadline 2024-09-09 → 2024-12-31
trust account, combination deadline, going-concern doubt +12 moved · 2 with no prior record of ours
- Trust account
- $4.3M$3.1M
- Combination deadline
- 2024-09-092024-12-31
- Going-concern doubt
- stated · unchanged
- Redeemable shares
- 287K · unchanged
SpacBrain reads this as $1,164,786 left the trust between the two filings.
The clause …“45,500 — Total current assets 409,159 210,881 Cash and Investments held in Trust Account 3,126,546 4,291,332 Total Assets $ 3,535,705 $ 4,502,213 Liabilities, Common Stock Subject to Possible Redemption”…
SpacBrain reads this as 113 days later than the previous record.
The clause …“have to complete an initial business combination beyond September 9, 2024, to December 31, 2024, and on August 16, 2024, we filed a preliminary proxy statement with the SEC in this respect. Results of Operations We have neither engaged”…
The clause …“Capital Loans outstanding. In connection with the Company’s assessment of going concern considerations in accordance with FASB ASC 205-40, Presentation of Financial Statements—Going Concern , management has determined that the”…
The clause “0,000,000 shares authorized; 6,900,000 shares issued and outstanding (excluding 287,037 and 406,609 shares subject to possible redemption, respectively) at June 30, 2024 and December 31, 2023 690 690 Class B common stock, $ 0.0001 par”…
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: Iris Acquisition Corp filed a proxy statement and prospectus covering 32,187,037 shares of Iris Parent Holding Corp common stock for its business combination with Liminatus Pharma, LLC under a business combination agreement dated November 30, 2022, with ParentCo common stock valued at $10.00 per share. Each Iris unit separates into one Class A share and one-fourth of a redeemable public warrant; private placement warrants carry an $11.50 exercise price. Trust funds stood at approximately $3,130,076 as of July 11, 2024, from which stockholders may redeem their pro rata share. Why it matters: A trust account of roughly $3.13 million is the entire story: after prior redemptions almost no public money remains, so the SPAC brings essentially no cash to Liminatus and the surviving company will need outside financing immediately. Remaining public holders can still redeem their pro rata share of that trust, which is the only cash exit at deposited value, but the 32,187,037 ParentCo shares being registered against so small a trust means the public float is a rounding error in the combined entity. The deal has been pending since November 2022.
outside datenothing moved · 1 with no prior record of ours
- Outside date
- not previously extracted2024-09-03
SpacBrain reads this as the agreement may be terminated from 2024-09-03.
The clause …“into a fourth amendment to the Business Combination Agreement to extend the Outside Date, as defined in the Business Combination Agreement, to September 3, 2024. In consideration of the Liminatus Merger, our securityholders will”…
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.