KACLF SEC filings, in plain English
Everything Kairous Acquisition Corp. Ltd has filed with the SEC that we hold — 40 filings, newest first, 11 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 2025-02-19deadline 2026-06-16 → 2025-09-30
combination deadline, trust account, going-concern doubt +21 moved · 4 with no prior record of ours
- Combination deadline
- 2026-06-162025-09-30
- Trust account
- $16.2M · unchanged
- Going-concern doubt
- stated · unchanged
- Sponsor loans outstanding
- $1.8M · unchanged
- Redeemable shares
- 819K · unchanged
SpacBrain reads this as 259 days earlier than the previous record.
The clause …“continue as a going concern. In addition to if the Company does not close the Business Combination by September 30, 2025, (as extended pursuant to A&R Merger Agreement dated May 9, 2025, 2025), the Company is required to cease all”…
The clause …“March 31 , 2025 and June 30, 2024, the Company had cash of $ 10,599,917 and $ 16,152,108 held in the Trust Account. Offering Costs associated with the Initial Public Offering The Company complies with the requirements of the Financial”…
The clause …“with one or more businesses. In connection with the Company’s assessment of going concern considerations in accordance with Accounting Standard Update (“ ASU ”) No. 2014-15, “ Disclosures of Uncertainties about an Entity’s Ability to”…
The clause …“As of March 31, 2025 and June 30, 2024, there were $ 2,240,000 and $ 1,790,000 outstanding under the Extension Loans. NOTE 6 — COMMITMENTS AND CONTINGENCIES Registration Rights The holders of the founder shares, Private”…
The clause “43 shares issued and outstanding at March 31, 2025 and June 30, 2024 (excluding 818,795 and 1,337,763 shares subject to possible redemption at March 31, 2025 and June 30, 2024, respectively) 235 235 Accumulated deficit ( 7,088,972 ) (”…
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 2024-11-18trust $16.5M → $16.2M -2%deadline 2024-12-16 → 2026-06-16shares 1.34M → 819K -39%
trust account, combination deadline, redeemable shares +23 moved · 2 with no prior record of ours
- Trust account
- $16.5M$16.2M
- Combination deadline
- 2024-12-162026-06-16
- Redeemable shares
- 1.34M819K
- Going-concern doubt
- stated · unchanged
- Sponsor loans outstanding
- $1.8M · unchanged
SpacBrain reads this as $363,883 left the trust between the two filings.
The clause …“December 31, 2024 and June 30, 2024, the Company had cash of $ 10,340,153 and $ 16,152,108 held in the Trust Account. F- 10 Offering Costs associated with the Initial Public Offering The Company complies with the requirements of the”…
SpacBrain reads this as 547 days later than the previous record.
The clause …“(6) times for an additional one (1) month each time from December 16, 2024 to June 16, 2026 by depositing into the trust account $ 50,000 for each one-month extension. On December 16, 2024 through February 14, 2025, the Company issued 3”…
SpacBrain reads this as 518,968 shares are no longer redeemable.
The clause …“issued and outstanding at December 31, 2024 and June 30, 2024 (excluding 818,795 and 1,337,763 shares subject to possible redemption at December 31, 2024 and June 30, 2024, respectively) 235 235 Accumulated deficit ( 6,769,102 ) (”…
The clause …“business combination target. In connection with the Company’s assessment of going concern considerations in accordance with Accounting Standard Update (“ ASU ”) No. 2014-15, “ Disclosures of Uncertainties about an Entity’s Ability to”…
The clause “16, 2025. As of December 31, 2024 and June 30, 2024, there were $ 2,090,000 and $ 1,790,000 outstanding under the Extension Loans. NOTE 6 — COMMITMENTS AND CONTINGENCIES Registration Rights The holders of the founder shares, 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: Kairous Acquisition Corp. Limited called its Annual General Meeting for December 6, 2024 at the Anantara Siam Bangkok and by video conference, to extend the combination deadline six times by one month each from December 16, 2024 to June 16, 2025, and to amend the December 13, 2021 Trust Agreement with Continental so trust liquidation moves to the same date. Each one-month Extension Payment is $50,000. Why it matters: The extension economics have collapsed for holders: the original $0.10 per public share deposit has become a flat $50,000 per month, so the per-share trust value barely grows while the sponsor keeps the option alive. This would be the third year of extensions on a SPAC that has never closed a deal, and the company ultimately liquidated. Redemption at the trust price at each extension vote was the way to realize value; the extension itself added almost none.
What changed vs 2023-11-28deadline 2024-12-16 → 2025-06-16sponsor loan $70K → $840Kcombination deadline, sponsor loans outstanding2 moved
- Combination deadline
- 2024-12-162025-06-16
- Sponsor loans outstanding
- $70K$840K
SpacBrain reads this as 182 days later than the previous record.
The clause …“(6) times for an additional one (1) month each time from December 16, 2024 to June 16, 2025, by depositing into the trust account $50,000 for each additional one (1) month extension, up to a maximum of 42 months in the aggregate”…
SpacBrain reads this as the sponsor has advanced $770,000 more.
The clause …“be due thereon. As of June 30, 2024 and 2023, there were $1,790,000 and $840,000 outstanding under the Extension Loans. The holders of our insider shares issued and outstanding prior to the date of the IPO, as well as the holders”…
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 2024-05-20trust $22.8M → $16.5M -28%sponsor loan $1.6M → $1.8M
trust account, sponsor loans outstanding, redeemable shares +22 moved · 3 with no prior record of ours
- Trust account
- $22.8M$16.5M
- Sponsor loans outstanding
- $1.6M$1.8M
- Redeemable shares
- not previously extracted1.34M
- Combination deadline
- 2024-12-16 · unchanged
- Going-concern doubt
- stated · unchanged
SpacBrain reads this as $6,284,009 left the trust between the two filings.
The clause …“other current assets 38,426 72,202 Total Current Assets 44,529 73,187 Cash held in the Trust Account 16,515,991 16,152,108 Total Assets $ 16,560,520 $ 16,225,295 LIABILITIES, ORDINARY SHARES SUBJECT TO POSSIBLE REDEMPTION AND”…
SpacBrain reads this as the sponsor has advanced $150,000 more.
The clause “5. F- 16 As of September 30, 2024 and June 30, 2024, there were $ 1,940,000 and $ 1,790,000 outstanding under the Extension Loans. NOTE 6 — COMMITMENTS AND CONTINGENCIES Registration Rights The holders of the founder shares, Private”…
The clause …“issued and outstanding at September 30, 2024 and June 30, 2024 (excluding 1,337,763 and 1,337,763 shares subject to possible redemption at September 30, 2024 and June 30, 2024, respectively) 235 235 Accumulated deficit ( 6,246,846 )”…
The clause “(12) times for an additional one (1) month each time from December 16, 2023 to December 16, 2024 by depositing into the trust account $50,000 for each one-month extension. On December 14, 2022, we issued an unsecured promissory note, in”…
The clause …“business combination target. In connection with the Company’s assessment of going concern considerations in accordance with Accounting Standard Update (“ ASU ”) No. 2014-15, “ Disclosures of Uncertainties about an Entity’s Ability to”…
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 1.01 / 2.03 / 8.01. On October 16, 2024 Kairous Acquisition Corp. Limited issued a $50,000 unsecured, non-interest-bearing promissory note to its IPO sponsor Kairous Asia Limited in exchange for the sponsor depositing that amount into the trust account, convertible at the holder's election into ordinary shares at $10.10 per share at the closing of a business combination and maturing on that closing. The company states it extended the business combination period to November 16, 2024 by depositing $50,000 into trust on October 16, 2024, and issued a press release on October 17, 2024. Why it matters: The sixth consecutive identical monthly step since May 2024, $300,000 of sponsor notes in total, with no business combination announced in that period. Each note converts at $10.10 per share on a closing.
- What changed vs 2023-09-28trust $78.9M → $22.8M -71%deadline 2023-12-16 → 2024-12-16shares 2.09M → 1.34M -36%
trust account, combination deadline, redeemable shares +33 moved · 3 with no prior record of ours
- Trust account
- $78.9M$22.8M
- Combination deadline
- 2023-12-162024-12-16
- Redeemable shares
- 2.09M1.34M
- Going-concern doubt
- stated · unchanged
- Sponsor loans outstanding
- $840K · unchanged
- Mandate language
- the Company intends to focus on opportunities in Asia (exclu… · unchanged
SpacBrain reads this as $56,100,000 left the trust between the two filings.
The clause …“held in Trust Account As of June 30, 2023, the Company had approximately $ 22.8 million in investments held in the Trust Account. The Company’s portfolio of investments held in the Trust Account are invested in U.S. government”…
SpacBrain reads this as 366 days later than the previous record.
The clause “(12) times for an additional one (1) month each time from December 16, 2023 to December 16, 2024 by depositing into the trust account $ 50,000 for each one-month extension. From December 15, 2023 through September 13 , 2024, the Company”…
SpacBrain reads this as 752,053 shares are no longer redeemable.
The clause …“2,346,143 shares issued and outstanding at June 30, 2024 and 2023 (excluding 1,337,763 and 2,089,816 shares subject to possible redemption at June 30, 2024 and 2023, respectively) 235 235 Accumulated deficit ( 5,866,072 ) ( 4,001,704 )”…
The clause …“business combination target. In connection with the Company’s assessment of going concern considerations in accordance with Accounting Standard Update (“ ASU ”) No. 2014-15, “ Disclosures of Uncertainties about an Entity’s Ability to”…
The clause …“be due thereon. As of June 30, 2024 and 2023, there were $1,790,000 and $840,000 outstanding under the Extension Loans. 27 The holders of our insider shares issued and outstanding prior to the date of the IPO, as well as 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.
outside date1 moved
- Outside date
- 2024-11-152025-03-31
SpacBrain reads this as 136 days later than the previous record.
The clause …“been cured; (d) by either the Company or any Parent Party: (i) on or after March 31, 2025 (the “ Outside Date ”), if the Acquisition Merger shall not have been consummated prior to the Outside Date; provided, however, that the right”…
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 1.01 / 2.03 / 8.01. On September 13, 2024 Kairous Acquisition Corp. Limited issued a $50,000 unsecured, non-interest-bearing promissory note to its IPO sponsor Kairous Asia Limited in exchange for the sponsor depositing that amount into the trust account, convertible at the holder's election into ordinary shares at $10.10 per share at the closing of a business combination and maturing on that closing. The company states it extended the business combination period to October 16, 2024 by depositing $50,000 into trust on September 13, 2024, and issued a press release on September 16, 2024. Why it matters: The fifth consecutive identical monthly step since May 2024, $250,000 of sponsor notes in total, with no business combination announced in that period. Each note converts at $10.10 per share on a closing, so the sponsor's contingent claim grows every month the deal does not appear.
What changed: Item 1.01 / 2.03 / 8.01. On August 16, 2024 Kairous Acquisition Corp. Limited issued a $50,000 unsecured, non-interest-bearing promissory note to its IPO sponsor Kairous Asia Limited in exchange for the sponsor depositing that amount into the trust account, convertible at the holder's election into ordinary shares at $10.10 per share at the closing of a business combination and maturing on that closing. The company states it extended the business combination period to September 16, 2024 by depositing $50,000 into trust on August 16, 2024, and issued a press release the same day. Why it matters: The fourth consecutive identical monthly step since May 2024, each bought with a fresh $50,000 sponsor note. The stack of notes converts at $10.10 per share on a closing, so the sponsor's contingent equity claim grows by one note per month while no combination is announced.
What changed: Item 1.01 / 2.03 / 8.01. On July 15, 2024 Kairous Acquisition Corp. Limited issued a $50,000 unsecured, non-interest-bearing promissory note to its IPO sponsor Kairous Asia Limited in exchange for the sponsor depositing that amount into the trust account, convertible at the holder's election into ordinary shares at $10.10 per share at the closing of a business combination and maturing on that closing. The company states it extended the business combination period to August 16, 2024 by depositing $50,000 into trust on July 15, 2024, and issued a press release on July 17, 2024. Why it matters: The third consecutive identical monthly step, each bought with a fresh $50,000 sponsor note. The accumulating notes convert at $10.10 per share on a closing, so the sponsor's potential equity claim grows by one note each month the deal does not close.
What changed: Item 1.01 / 2.03 / 8.01. On June 13, 2024 Kairous Acquisition Corp. Limited issued a $50,000 unsecured, non-interest-bearing promissory note to its IPO sponsor Kairous Asia Limited in exchange for the sponsor depositing that amount into the trust account, convertible at the holder's election into ordinary shares at $10.10 per share at the closing of a business combination and maturing on that closing. The company states it extended the business combination period to July 16, 2024 by depositing $50,000 into trust on June 13, 2024, and issued a press release on June 17, 2024. Why it matters: The second identical monthly step in a month, on the same $50,000 sponsor-note mechanism reported for the May extension. Only the single month to July 16, 2024 is stated; the filing names no further extension steps, no aggregate cap and no trust balance.
What changed: Item 1.01 / 2.03 / 8.01. On May 15, 2024 Kairous Acquisition Corp. Limited issued a $50,000 unsecured, non-interest-bearing promissory note to its IPO sponsor Kairous Asia Limited in exchange for the sponsor depositing that amount into the trust account; the note matures on closing of a business combination and converts at the holder's election into ordinary shares at $10.10 per share at closing. The company states it extended the business combination period to June 16, 2024 by depositing $50,000 into trust on May 17, 2024, and issued a press release on May 20, 2024 (Exhibit 99.1). Why it matters: One further month of runway bought with sponsor debt rather than company cash, with the conversion feature at $10.10 giving the sponsor an equity claim if a deal closes. The report states only the single month reached; it names no further extension steps and no trust balance.
- What changed vs 2024-02-20trust $22.8M → $22.8M -0%sponsor loan $1.5M → $1.6M
trust account, sponsor loans outstanding, combination deadline +22 moved · 3 with no prior record of ours
- Trust account
- $22.8M$22.8M
- Sponsor loans outstanding
- $1.5M$1.6M
- Combination deadline
- 2024-12-16 · unchanged
- Going-concern doubt
- stated · unchanged
- Redeemable shares
- 1.34Mnot matched in this filing
SpacBrain reads this as $2,239 left the trust between the two filings.
The clause …“held in Trust Account As of June 30, 2023, the Company had approximately $ 22.8 million in investments held in the Trust Account. The Company’s portfolio of investments held in the Trust Account are invested in U.S. government”…
SpacBrain reads this as the sponsor has advanced $150,000 more.
The clause …“As of March 31, 2024, the convertible notes were comprised of $ 881,066 and $ 1,640,000 outstanding under the Working Capital Note and Extension Loans (Note 5), respectively. The Working Capital Note shall be payable on the earlier”…
The clause …“continue as a going concern. In addition to if the Company does not close the Business Combination by December 16, 2024 (36 months after the consummation of the IPO, if the time period is further extended, as described herein), the”…
The clause …“business combination target. In connection with the Company’s assessment of going concern considerations in accordance with Accounting Standard Update (“ ASU ”) No. 2014-15, “ Disclosures of Uncertainties about an Entity’s Ability to”…
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: Items 1.01/2.03 and 8.01. On April 12, 2024 Kairous issued a $50,000 unsecured promissory note to its IPO sponsor, Kairous Asia Limited, in exchange for the sponsor depositing that amount into the trust account to extend the time available to complete a business combination. The note bears no interest, matures on the closing of a business combination, and will be converted by the holder into ordinary shares at $10.10 per share at that closing. Item 8.01 states the business combination period was extended to May 16, 2024 by the April 12, 2024 deposit. Why it matters: The fourth consecutive funded monthly step at $50,000. It buys one month against a Bamboo Mart merger agreement whose Outside Date was moved to November 15, 2024 on March 29, 2024, so roughly six more monthly deposits would be needed to reach the deal's own outside date.
What changed: Item 1.01. On March 29, 2024 the parties to Kairous September 30, 2023 merger agreement — the reincorporation merger of KACL into KAC Merger Sub 1 and the acquisition merger of KAC Merger Sub 2 into Bamboo Mart Limited, with NR Instant Produce Public Company Limited as Shareholder — entered Amendment No. 1. It moves the fairness opinion issuance date to no later than May 31, 2024; the Parent Parties written due diligence request list to May 1, 2024 and the target delivery of the requested items to May 15, 2024; and the Outside Date to November 15, 2024. Why it matters: Six months after signing, the deal's diligence has not been requested and the fairness opinion has not been issued; the amendment reschedules all three and pushes the Outside Date to November 15, 2024. That is far beyond the April 16, 2024 business combination deadline the company has been buying in $50,000 monthly steps, so completion depends on continued monthly extensions as well as on the amended milestones being met.
outside date1 moved
- Outside date
- 2024-03-312024-11-15
SpacBrain reads this as 229 days later than the previous record.
The clause …“list was amended to no later than May 15, 2024; and (iii) the definition of “Outside Date” under section 12(d)(i) was amended to November 15, 2024. The foregoing summary of the Amendment does not purport to be complete and is subject”…
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: Items 1.01/2.03 and 8.01. On March 15, 2024 Kairous issued a $50,000 unsecured promissory note to its IPO sponsor, Kairous Asia Limited, in exchange for the sponsor depositing that amount into the trust account to extend the time available to complete a business combination. The note bears no interest, matures on the closing of a business combination, and will be converted by the holder into ordinary shares at $10.10 per share at that closing. Item 8.01 states the business combination period was extended to April 16, 2024 by the March 15, 2024 deposit. Why it matters: The third consecutive funded monthly step at $50,000, following the reduction from $120,000 in January 2024. Each step adds another tranche convertible at $10.10 to the sponsor's position, and the report states no trust balance, no public share count and no target.
What changed: Item 3.01. On February 23, 2024 Kairous received a Nasdaq notice that it did not meet the $50,000,000 minimum market value of listed securities under Marketplace Rule 5450(b)(2)(A) for the 30-business-day period ended February 22, 2024 — the same standard as an April 3, 2023 notice the company believed it had cured by transferring to the Nasdaq Capital Market in September 2023. The company believes the February Notice was sent BY MISTAKE and its counsel discussed the issue with the Staff the same day. Why it matters: On February 28, 2024 the Staff notified the company that it approved the application to list its ordinary shares, warrants, rights and units on the Nasdaq Capital Market, with the transfer effective at the opening of business on March 1, 2024 — which resolves the matter by completing the move the company thought had already happened. Rule 5450(b)(2)(A) is a Global Market standard, so the notice and the cure are both about which tier the securities sit on.
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.