Moringa Acquisition Corp
MACA · Nasdaq
NO ACTION REQUIRED
Nothing left to do
The purchase completed and the shares became shares in the company it bought. There is no deadline left to miss.
Cash at settlement
No cash-per-share figure was filed for this vehicle before it finished.
Last close
Daily close
No price history on file yet — daily closes accumulate from the market data feed.
Trust settled · There is no line to draw here. This vehicle has finished: the cash was paid back or spent closing the deal, so the last filed figure describes an account that no longer exists and would be a floor under nothing.
SpacBrain’s read
Trust settled
The deal closed — SPAC shares became the target's shares, so there is no trust left to redeem (nobody missed a window; holders who wanted cash elected it at the vote).
In plain terms
- What it is
- A SPAC from Moringa Sponsor, LP, listed on Nasdaq in February 2021.
- What it's doing now
- It agreed in July 2024 to buy Silexion Therapeutics Ltd., a RNAi oncology therapeutics company. The deal valued that business at about $62.5M. That purchase completed, and it stopped being a SPAC — the shares became shares in the business it bought.
- What you should know
- Nearly all the original shareholders have already taken their money back — 515,019 shares are left of the 11.5M sold at listing. This SPAC has finished. The purchase completed, and the shares became shares in the company it bought — anyone who wanted the cash instead asked for it at the vote, so there is no cash left here to claim and no deadline left to miss.
At a glance
- Where it stands
- Closed (deSPAC)
- The business it bought
- Silexion Therapeutics Ltd.
- Industry
- Health Care — RNAi oncology therapeutics
- Deal value
- $63M
- announced 17 July 2024
- Price vs cash at settlement
- no live price on file
- Cash in trust when it settled
- not yet extracted into a snapshot — the filings below may state it
- the last trust total filed while this was still a SPAC — the account has since been paid out or used to close the deal
- IPO
- 17 February 2021
- size not on file · 100.0% of each $10 unit into trust
- Headquarters
- 250 PARK AVENUE, 7TH FLOOR, NEW YORK, NY, 10177
- registered in the Cayman Islands
- Lead underwriter
- not extracted from the prospectus yet
- Key officers
- Gerber Sander · Yalon Dan (Advisor) · Levin Ilan (Chairman and CEO)
- Listed securities
- MACA common
This vehicle has finished, so there is no window to file a cash-per-share figure for and none will follow. No estimate is shown in its place.
At the 18 August 2023 event. Almost the entire public float took the cash; what is left is a thin float carrying the whole deal.
Nothing dated is on file. That is an absence in the record, not a statement that nothing is coming.
Yield to redemption
Nothing left to redeem — no yield to compute.
This SPAC has finished — its trust was paid back or used to close the deal, so there is nothing left to redeem and no yield to compute. A yield to redemption is a claim that you can hand these shares back for the trust cash. That account is closed, so this page will not print a number here.
What happened to the cash
The reasoning behind the verdict above, in the order the filings establish it.
- The deal closed — SPAC shares became the target's shares, so there is no trust left to redeem (nobody missed a window; holders who wanted cash elected it at the vote).
- 80.11% of the public shares were handed back at the 18 August vote — the holders who wanted cash rather than shares in the new company took it then.
What has happened, and what is coming
4 dated milestonesEvery dated step from the day it listed to the next date you may have to act on. Where you have to do something, the day your broker needs the instruction is marked too.
77.5% of the public float took the cash
80.1% of the public float took the cash
- 17 July 2024Deal announcedpassed
Combination with Silexion Therapeutics Ltd.
Show the earlier 1 milestone
- 17 February 2021IPOpassed
IPO size not on file
The deal
terms as filedWhat it is buying, on what terms, and how much of the combined company new shares take from you.
- Silexion Therapeutics Ltd.$63M · announced 17 July 2024closedHealth Carepost-close SLXNSEC primary
Who has already taken their money back
2 filed eventsEach time shareholders were offered their cash back, some took it. Heavy cash-outs drain the account and shrink the number of shares left — whatever remains has to carry the deal.
Worst single event
80.11%
of the public float walked at a single vote
Shares redeemed, all events
10.98M
≈100% of the earliest known float
Every figure below is stated in the linked filing; nothing here is estimated.
- Aug 18, 2023Extension80.11%
Show the other 1 cash-out event
- Feb 9, 2023Extension77.48%float 11.50M → 2.59M−8.91M0001213900-24-028721
The score
deterministic, from filed fieldsMACA is not in the scored universe, so no score is shown. A withheld score is a fact about the record, not a verdict about the company.
The score is only published for names that carry both a price and a filed cash-per-share figure — 292 of the tracked fleet today. The rest keep an empty dial rather than a modelled one, and fill in by themselves as the fields land.
The company
from SEC filingsRead the full profile
Moringa Acquisition Corp (ticker MACA) was a blank-check company listed on Nasdaq under SEC CIK 0001835416 and SIC industry code 6770. Its IPO was priced on February 17, 2021, per 424B prospectus 0001213900-21-009997. The company completed a business combination and no longer files as a vehicle, with the closing established by Form 25 0001354457-24-000575 filed on August 15, 2024 under 17 CFR 240.12d2-2(a)(3), by which its Class A Ordinary Shares, Warrants, and Units came to evidence other securities in substitution therefor. The successor registrant, Silexion Therapeutics Corp (SLXN, SLXNW; CIK 0002022416), filed an 8-K carrying item 2.01 (Completion of Acquisition) naming Moringa Acquisition Corp, and the common ticker MACA appears on the cover page of 8-K 0001213900-24-067659 filed on August 12, 2024.
Material findings
from the full read of every filingEvery document this company files gets read whole — body and exhibits. These are the ones the read flagged as material, newest first, each citing its filing.
The redemption election deadline of 5:00 p.m. ET on August 2, 2024, two business days before the vote, is the hard date for anyone wanting trust value rather than equity in the combined company, and missing it converts the position automatically into one Pubco share. The $62.5 million valuation ascribed to Silexion is struck at a notional $10.00 per share, the SPAC's deposit price, so holders who roll are paying trust value for a pre-revenue biotech. The minimum $3.5 million equity financing condition is small enough to be a low bar but signals how thin the combined balance sheet will be.
Replacing the net tangible assets condition with a Nasdaq listing condition removes the deal's cash floor entirely: Holisto no longer needs the SPAC to arrive with $5,000,001 of net assets, only to clear an exchange listing test, which shifts risk onto public holders who roll in. The board states there is not sufficient time to complete the Holisto deal or any alternative before August 19, 2023, a full twelve months after signing. A one-year extension in a single step means this is the last redemption decision holders control until late 2024 unless the deal is put to them.
Swapping the $5,000,001 net tangible asset condition for a Nasdaq listing condition removes the floor that protected holders from a deal closing with no cash, and substitutes a test the target must satisfy — a trade that helps the deal complete but not the shareholders who stay. With the outside date already extended once and the F-4 amended in December 2022, the transaction was clearly behind schedule. Redemption at trust value remains available at this vote.
The cover of this document carries two different commission file numbers: the header line reads 'Commission File Number 001-39157' and the registrant table below it reads '001-40073' under the same caption. Only one can be the company's. The going-concern note is the mirror image of the usual one - substantial doubt existed before the IPO and the subsequent-events IPO removed it, so the statements are prepared on a going-concern basis. $115,000,000 across 11,500,000 public units is $10.00 a unit; founder shares are a quarter of that.
Filings
live EDGAR feedEverything this company has filed with the SEC recently, newest first, each with a plain summary of what changed and why it matters.
sponsor loans outstanding, trust account, combination deadline +1nothing moved · 4 with no prior record of ours
- Sponsor loans outstanding
- not previously extracted$3.3M
- Trust account
- $113.0M · unchanged
- Combination deadline
- 2024-08-19 · unchanged
- Going-concern doubt
- stated · unchanged
The clause …“of an initial business combination. At June 30, 2024, we had an aggregate of $3,346,000 outstanding under existing promissory notes that we had issued to the sponsor (including for sponsor loans that were contributed to the trust”…
The clause …“including accrued interest. As part of the partial redemptions approximately $ 113 million has been withdrawn from the Investments held in Trust Account. Class B Ordinary Shares On November 20, 2020, the Company issued 2,875,000 Class”…
The clause …“a business combination from the Extended Mandatory Liquidation Date to August 19, 2024 (hereafter – the Second Extended Mandatory Liquidation Date) or such earlier date as may be determined by the Board in its sole discretion.”…
The clause …“into Class A ordinary shares, following the Second Extension Meeting. e. Substantial Doubt about the Company’s Ability to Continue as a Going Concern As of June 30, 2024, the Company had approximately $ 18 thousand of cash and 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.
Show the other 10 filings
What changed: Moringa Acquisition Corp called an extraordinary general meeting for August 6, 2024 at 9:00 a.m. ET at Meitar Law Offices in Ramat Gan, record date July 11, 2024, to approve the amended and restated business combination agreement dated April 3, 2024 with Biomotion Sciences as new public company and Silexion. Silexion holders receive new Pubco shares equal to $62,500,000 divided by fully diluted Silexion equity, divided by $10.00. Each Moringa Class A share converts into one new Pubco share. Redemption elections close at 5:00 p.m. ET on August 2, 2024. Why it matters: The redemption election deadline of 5:00 p.m. ET on August 2, 2024, two business days before the vote, is the hard date for anyone wanting trust value rather than equity in the combined company, and missing it converts the position automatically into one Pubco share. The $62.5 million valuation ascribed to Silexion is struck at a notional $10.00 per share, the SPAC's deposit price, so holders who roll are paying trust value for a pre-revenue biotech. The minimum $3.5 million equity financing condition is small enough to be a low bar but signals how thin the combined balance sheet will be.
outside date1 moved
- Outside date
- 2023-01-012024-08-19
SpacBrain reads this as 596 days later than the previous record.
The clause …“SPAC or the Company if the Transactions shall not have been consummated by August 19, 2024 (the “ Outside Date ”); provided, however, that the right to terminate this Agreement under this Section 8.01(b) shall not be available to any”…
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.
trust account, combination deadline, going-concern doubtnothing moved · 3 with no prior record of ours
- Trust account
- $113.0M · unchanged
- Combination deadline
- 2024-08-19 · unchanged
- Going-concern doubt
- stated · unchanged
The clause …“including accrued interest. As part of the partial redemptions approximately $ 113 million has been withdrawn from the Investments held in Trust Account. Class B Ordinary Shares On November 20, 2020 the Company issued 2,875,000 Class B”…
The clause …“a business combination from the Extended Mandatory Liquidation Date to August 19, 2024 (the “Second Extended Mandatory Liquidation Date”) or such earlier date as may be determined by the Board in its sole discretion. Refer to”…
The clause …“into Class A ordinary shares, following the Second Extension Meeting. e. Substantial Doubt about the Company’s Ability to Continue as a Going Concern As of March 31, 2024, the Company had approximately $ 5 thousand of cash and 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 2023-03-31trust $116.7M → $113.0M -3%deadline 2023-08-19 → 2024-08-19
trust account, combination deadline, going-concern doubt +12 moved · 2 with no prior record of ours
- Trust account
- $116.7M$113.0M
- Combination deadline
- 2023-08-192024-08-19
- Going-concern doubt
- stated · unchanged
- Mandate language
- We are focusing on mid-size Israel-related technology compan…not matched in this filing
SpacBrain reads this as $3,692,038 left the trust between the two filings.
The clause …“in conjunction with the First and Second Extensions, approximately $ 113 million have been withdrawn from the Investments held in Trust Account. The Company intends to finance its Initial Business Combination with the net”…
SpacBrain reads this as 366 days later than the previous record.
The clause …“losses since inception. Moreover, if the Company is unable to complete a business combination by August 19, 2024 then the Company will cease all operations except for the purpose of liquidating. These matters raise substantial”…
The clause …“accounting firm’s report contains an explanatory paragraph that expresses substantial doubt about our ability to continue as a “going concern”. ● We may face litigation and other risks as a result of the material weakness in our”…
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 sponsor
The people who set this company up, what they have done before, and the advisers around the deal.
Moringa Sponsor, LPnamed as sponsor in this SPAC’s filings — but with no researched track record behind it yet.
A missing score, not a score of zero — why
A Sponsor Score is only published once the sponsor’s prior vehicles have been verified on EDGAR and their post-close outcomes priced. That record does not exist for this sponsor yet, so no number and no tier is shown. That is a missing score, not a score of zero — and not a neutral 50 either.
Coverage so far: 301 of 1284 tracked SPACs (23%) are attached to a scored sponsor. This card fills in by itself as the research lands.
The record
The reference detail — how the shares were structured at listing, how thinly they trade, and where the company is registered.
Show the reference detail
Unit structure
Unit: U = S + W/2 · 100.0% of the $10 unit
from 424B4 0001213900-21-009997
Trading & liquidity
Company profile
Directors & officers
- Gerber Sander10% owner
- Yalon DanAdvisor
- Levin IlanChairman and CEO
- Maman GilChief Financial Officer
- Alon RuthDirector
Institutional holders
from SC 13G/13DFunds that have declared a stake above 5%. Heavy ownership by arbitrage funds usually means heavy cash-outs at the next vote.
Show the declared stakes
7 filers with a stake on file · 0 re-affirmed in the last 12 months. A stake with no amendment since is the filer’s last word on it, not proof it is still held — and percentages filed in different years are percentages of different floats, because this vehicle’s share count collapses at every redemption.
- Moringa Sponsor US L.P.with 2 other reporting persons on the same schedule21.7% · SC 13GFeb 15, 2022 stale
- Linden Capital L.P.with 2 other reporting persons on the same schedule5.6% · SC 13G/AFeb 4, 2022 stale
- Yakira Capital Management, Inc.with 2 other reporting persons on the same schedule5.2% · SC 13GJan 26, 2024 stale
- Radcliffe Capital Management, L.P.with 5 other reporting persons on the same schedule0.0% · SC 13G/AFeb 14, 2024 stale
- ARISTEIA CAPITAL LLC0.0% · SC 13G/AFeb 12, 2024 stale
- Saba Capital Management, L.P.with 1 other reporting person on the same schedule0.0% · SC 13G/AFeb 8, 2024 stale
- GLAZER CAPITAL, LLCwith 1 other reporting person on the same schedule0.0% · SC 13G/ASep 11, 2023 stale
One line per filer, not per reporting person: a joint schedule names the management company, its funds and often the individual who controls them, and all of them report the same shares. Click a name for that filer’s whole footprint across every SPAC it has declared a stake in.
Sources on file
harvested pages, kept in fullEvery public page we have read about this company, stored in full so a source can never go missing.
Show the sources
38 full SEC filing texts archived — searchable, never lost.
- Vault note — MACA (Moringa Acquisition Corp)
vault-note · /vault/tickers/MACA
- Vault deal note — Silexion Therapeutics Ltd. (MACA)
vault-note · /vault/deals/silexion-therapeutics-ltd
In plain English
tap a term to open itEvery piece of jargon this page could have used, and what it actually means.
Open the plain-English guide
No floor / floorlessthe cash guarantee is gone — the price is unprotected
A SPAC's downside protection is not the cash in trust; it is your right to demand that cash. Once the redemption window closes, the cash stays with the company and the share can trade anywhere.
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.
Broker action datethe day your broker needs the instruction — earlier than the official date
Brokers batch redemption instructions to the transfer agent, so the practical cutoff is roughly two business days before the published deadline. This is the date that actually costs people the floor.
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.
Trust discountbuying below the cash held for you
Only meaningful while a redemption right exists. On a floorless name the same arithmetic is not a discount, it is the market pricing distress, and this product will not call it a yield.
Dilutionhow much of the company new shares take from you
Sponsor promote, PIPE shares, warrants and rights all issue stock that did not pay $10 for it. The headline deal value is before that; the effective value is after.
Pro-forma equitywhat the company is valued at once the deal closes
The combined company's equity value assuming the announced terms and the redemptions that have actually happened.
ARShow much upside you get per unit of downside
SpacBrain's asymmetric-return score. It is deterministic — the same inputs always produce the same number — and it is capped, not zeroed, when the floor is gone.
De-SPACthe day the SPAC becomes the real company
The shares stop being a claim on a pot of cash and start being equity in an operating business. Roughly 80% of recent de-SPACs traded below $10 within a year.
Outside datethe contractual long-stop for closing the deal
A deadline between the SPAC and its target, not between the SPAC and you. It confers no right to cash, which is exactly why it must never be counted as a redemption window.
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.
Accreted NAV (estimate)the last filed cash figure, plus the interest it should have earned since
A model, not a filing: last filed value compounded at the 3-month T-bill for the days elapsed. Always shown in italic with the word estimate, and never printed beside a filed number without it.
Ask the brain
from its filingsData provenance & audit trail6 internal entries
Written by SpacBrain’s data agents whenever a figure is captured, corrected or flagged, and kept verbatim so every number on this page can be traced back to the filing that states it. This is a running log, not the current record: an early entry may be superseded by a later correction — the panels above always hold the current values.
admitted from the HISTORICAL census (EDGAR's SIC 6770 registrant list, walked in full: 3,325 registrants, 1,167 of which ever priced an IPO). The live discovery job cannot reach this registrant — it reads the filing tape, and this one stopped filing. Admission rule: src/lib/universe-admit.ts. SIC 6770 (Blank Checks); 424B 0001213900-21-009997 priced 2021-02-17; common ticker MACA off 8-K 0001213900-24-067659 (2024-08-12); lifecycle EXITED. Ending PROVEN, not inferred: CLOSED per Form 25 0001354457-24-000575 (2024-08-15) — Form 25 filed under 17 CFR 240.12d2-2(a)(3) — the rule for securities that "have come to evidence other securities in substitution therefor", i.e. the shares became the successor's (class: Class A Ordinary Shares, Warrant, Units); the successor registrant Silexion Therapeutics Corp (SLXN, SLXNW) (CIK 0002022416) filed an 8-K carrying item 2.01 (Completion of Acquisition) naming "Moringa Acquisition Corp" — the SPAC merged into a new registrant and so filed no closing report of its own. ipoSizeM and deadline left NULL: gross-proceeds prose conflates the over-allotment with the offering, and a charter deadline belonging to a vehicle that has ended is a date nobody can act on. ipoDate is the 424B pricing date.
sponsor "Moringa Sponsor, LP" (SEC CIK 0001849192) sourced from Form 3 reportingOwner (10% owner) acc 0001213900-21-013406.
AI-extracted target (z-ai/glm-5.2, conf 0.95)
target recovered for a completed de-SPAC
entity created from the filed target name; no About paragraph on file, so every other field awaits a sourced read
OTHER -> BIOTECH, on DEFM14A 0001213900-24-061956: "The approach Silexion is taking to discover and develop novel RNAi therapeutics is unproven for oncology and may never lead to marketable products."