KYCH SEC filings, in plain English
Everything Keyarch Acquisition Corp has filed with the SEC that we hold — 40 filings, newest first, 2 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.
The feed
live EDGAR captureNew filings appear here within minutes of hitting EDGAR; summaries follow once the pipeline has read them.
What changed: Keyarch Acquisition Corporation filed a proxy and prospectus for up to 8,164,372 shares, 6,022,500 warrants and 6,022,500 warrant shares of ZOOZ Power Ltd., under a combination agreement dated July 30, 2023 and amended February 9, 2024. Outstanding Keyarch Class A shares comprise 4,539,871 shares, excluding sponsor earnout shares and subscription shares. A charter amendment would remove the limitation barring redemptions that reduce net tangible assets below $5,000,001, and a Nasdaq stock issuance proposal accompanies the merger proposal. Warrants remain exercisable at $11.50 per whole share. Why it matters: Only 4,539,871 public Class A shares remain, so prior redemptions have already taken most of the trust and the SPAC brings little cash to ZOOZ Power. Removing the $5,000,001 net tangible asset floor is what allows the deal to close even if the remaining holders also redeem, transferring the risk of an undercapitalised combined company onto whoever stays. The 6,022,500 warrants struck at $11.50 exceed the current share base, so if ZOOZ shares ever exceed that price the dilution more than doubles the float. Sponsor earnout and subscription shares add further claims.
minimum cash condition, outside datenothing moved · 2 with no prior record of ours
- Minimum cash condition
- not previously extracted$10.0M
- Outside date
- not previously extracted2024-04-01
SpacBrain reads this as the min-cash condition binds at $10,000,000.
The clause …“the Company will not be obligated to consummate the Transactions unless the Minimum Cash Condition of at least $10,000,000 is achieved. Q: What happens if the Business Combination is not consummated? A: If Keyarch does not complete”…
SpacBrain reads this as the agreement may be terminated from 2024-04-01.
The clause “OZ if any of the conditions to the Closing have not been satisfied or waived by April 1, 2024 (the “ Outside Date ”); 184 Table of Contents • by written notice by either Keyarch or ZOOZ if a Governmental Authority shall have issued 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: Keyarch Acquisition Corporation called an extraordinary general meeting for January 19, 2024 at 9:30 a.m. Eastern Time at 275 Madison Avenue, New York, to extend the Termination Date from January 27, 2024 to July 27, 2024. On the record date the redemption price was approximately $10.84 per share, based on approximately $25.766 million on deposit in the Trust Account, against a Nasdaq Capital Market closing price of $10.78 for the Class A Ordinary Shares that day. Why it matters: Redemption at $10.84 beats the $10.78 market price, so holders who wanted out were better served tendering than selling — a six-cent spread with trust-backed certainty. The Zooz transaction would deliver shares in a company already listed in Tel Aviv, which is a different risk profile from a private target: holders can see a market price for what they would receive. Six more months of extension is the cost of waiting for it.
What changed vs 2023-06-26deadline 2024-01-27 → 2024-07-27combination deadline, trust account, sponsor loans outstanding1 moved · 2 with no prior record of ours
- Combination deadline
- 2024-01-272024-07-27
- Trust account
- not previously extracted$95.8M
- Sponsor loans outstanding
- not previously extracted$1.4M
SpacBrain reads this as 182 days later than the previous record.
The clause …“redeem 100 per cent of the Public Shares if the Company does not consummate a Business Combination by July 27, 2024 (or such earlier date as may be determined by the Board in its sole discretion); or” Annex A-1 Table of Contents KEYARCH”…
The clause …“were redeemed at approximately $10.50 per share, resulting in a reduction of $95,826,230.44 in the amount held in the Trust Account. Following such redemptions, approximately 2,377,318 Public Shares remain outstanding. The Board”…
The clause …“the First Extension Note, the “ Sponsor Loans ”). As of September 30, 2023, $1,430,000 was outstanding under the Sponsor Loans. See the section entitled “ The Meeting — Interests of the Sponsor, Directors and Officers ” in this proxy”…
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 2023-08-11trust $120.5M → $117.9M -2%shares 11.5M → 2.38M -79%
trust account, redeemable shares, combination deadline +22 moved · 3 with no prior record of ours
- Trust account
- $120.5M$117.9M
- Redeemable shares
- 11.5M2.38M
- Combination deadline
- 2024-01-27 · unchanged
- Going-concern doubt
- stated · unchanged
- Mandate language
- the Company intends to focus its search on global disruptive… · unchanged
SpacBrain reads this as $2,664,671 left the trust between the two filings.
The clause “34,156 $ 25,434,156 $ - $ - As of December 31, 2022, the balance of investments held in Trust Account was $ 117,851,869 . Note 9 – Subsequent Events The Company has evaluated subsequent events through November 13, 2023, which was the date”…
SpacBrain reads this as 9,122,682 shares are no longer redeemable.
The clause …“authorized; 3,619,999 and 745,000 shares issued and outstanding (excluding 2,377,318 and 11,500,000 shares subject to possible redemption) as of September 30, 2023 and December 31, 2022, respectively 362 75 Class B ordinary shares, $”…
The clause …“Company cannot provide any assurance that its plans to consummate an initial Business Combination by January 27, 2024 will be successful. Based on the foregoing, management believes that the Company will not have sufficient working”…
The clause …“Combination or one year from this filing. These factors, among others, raise substantial doubt about the Company’s ability to continue as a going concern. Proposed Business Combination On July 30, 2023, the Company entered into a”…
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.