MSAC SEC filings, in plain English

• SC 13G/A12 February 20240001604488-24-000047
• SC 13G/A8 February 20240001062993-24-002516
• 15-12G27 February 20230001104659-23-025886
• 25-NSE17 February 20230001354457-23-000099
• SC 13G14 February 20230001076809-23-000122
• SC 13G14 February 20230001604488-23-000043
• SC 13G/A14 February 20230001104659-23-021733
• 8-K13 February 20230001104659-23-018919
• SC 13G/A10 February 20230000899140-23-000273
• SC 13G/A24 January 20230001085146-23-000337
• 8-K18 January 20230001104659-23-004407
• 10-Q14 November 20220001104659-22-118537
  What changed vs 2022-08-11trust $92.1M → $92.4M +0%
  trust account, combination deadline, going-concern doubt +11 moved · 3 with no prior record of ours

  Trust account

  $92.1M→$92.4M

  SpacBrain reads this as $305,878 was added to the trust between the two filings.

  The clause “118 Total current assets ​ ​ 1,045,207 ​ ​ 1,580,004 ​ ​ ​ ​ ​ ​ ​ Investments held in Trust Account ​ ​ 92,386,645 ​ ​ 92,008,585 Derivative asset - forward purchase agreement ​ ​ — ​ ​ 35,840 Total Assets ​ $ 93,431,852 ​ $ 93,624,429”…

  Combination deadline

  2023-02-18 · unchanged

  The clause …“there can be no assurance that the Company will be able to consummate any Business Combination by February 18, 2023. ​ Note 2 — Significant Accounting Policies Basis of Presentation The accompanying unaudited condensed financial”…

  Going-concern doubt

  stated · unchanged

  The clause …“Business Combination not occur, and potential subsequent dissolution, raises substantial doubt about the Company’s ability to continue as a going concern. No adjustments have been made to the carrying amounts of assets or liabilities”…

  Redeemable shares

  9.20M · unchanged

  The clause “200,000,000 shares authorized; 92,000 shares issued and outstanding (excluding 9,200,000 shares subject to possible redemption) at September 30, 2022 and December 31, 2021 ​ 9 ​ 9 Class B ordinary shares, $ 0.0001 par value; 20,000,000”…

  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.

• 10-Q11 August 20220001104659-22-089384
  What changed vs 2022-05-12trust $92.0M → $92.1M +0%
  trust account, combination deadline, going-concern doubt +11 moved · 3 with no prior record of ours

  Trust account

  $92.0M→$92.1M

  SpacBrain reads this as $70,608 was added to the trust between the two filings.

  The clause “118 Total current assets ​ ​ 1,185,348 ​ ​ 1,580,004 ​ ​ ​ ​ ​ ​ ​ Investments held in Trust Account ​ ​ 92,080,767 ​ ​ 92,008,585 Derivative asset - forward purchase agreement ​ ​ 127,200 ​ ​ 35,840 Total Assets ​ $ 93,393,315 ​ $”…

  Combination deadline

  2023-02-18 · unchanged

  The clause …“there can be no assurance that the Company will be able to consummate any business combination by February 18, 2023. ​ Note 2 — Significant Accounting Policies Basis of Presentation The accompanying unaudited condensed financial”…

  Going-concern doubt

  stated · unchanged

  The clause …“business combination not occur, and potential subsequent dissolution, raises substantial doubt about the Company’s ability to continue as a going concern. No adjustments have been made to the carrying amounts of assets or liabilities”…

  Redeemable shares

  9.20M · unchanged

  The clause “200,000,000 shares authorized; 92,000 shares issued and outstanding (excluding 9,200,000 shares subject to possible redemption) at June 30, 2022 and December 31, 2021 ​ 9 ​ 9 Class B ordinary shares, $ 0.0001 par value; 20,000,000 shares”…

  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.

• 10-Q12 May 20220001104659-22-059489
  What changed vs 2021-11-04trust $92.0M → $92.0M +0%going concern APPEARED
  trust account, going-concern doubt, combination deadline +12 moved · 2 with no prior record of ours

  Trust account

  $92.0M→$92.0M

  SpacBrain reads this as $3,113 was added to the trust between the two filings.

  The clause “118 Total current assets ​ ​ 1,468,985 ​ ​ 1,580,004 ​ ​ ​ ​ ​ ​ ​ Investments held in Trust Account ​ ​ 92,010,159 ​ ​ 92,008,585 Derivative asset - forward purchase agreement ​ ​ 53,440 ​ ​ 35,840 Total Assets ​ $ 93,532,584 ​ $”…

  Going-concern doubt

  not stated→stated

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

  The clause …“business combination not occur, and potential subsequent dissolution, raises substantial doubt about the Company’s ability to continue as a going concern. No adjustments have been made to the carrying amounts of assets or liabilities”…

  Combination deadline

  not previously extracted→2023-02-18

  The clause …“there can be no assurance that the Company will be able to consummate any business combination by February 18, 2023. ​ Note 2 — Significant Accounting Policies Basis of Presentation The accompanying unaudited condensed financial”…

  Redeemable shares

  9.20M · unchanged

  The clause “200,000,000 shares authorized; 92,000 shares issued and outstanding (excluding 9,200,000 shares subject to possible redemption) at March 31, 2022 and December 31, 2021 ​ 9 ​ 9 Class B ordinary shares, $ 0.0001 par value; 20,000,000”…

  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.

• 10-K31 March 20220001104659-22-040275
  What changed vs 2021-03-31trust $92.0M → $92.0M +0%
  trust account, redeemable shares, combination deadline +21 moved · 4 with no prior record of ours

  Trust account

  $92.0M→$92.0M

  SpacBrain reads this as $8,585 was added to the trust between the two filings.

  The clause …“​ 1,580,004 ​ 2,000 Deferred offering costs ​ ​ — ​ ​ 127,186 Investments held in Trust Account ​ ​ 92,008,585 ​ ​ — Derivative asset - forward purchase agreement ​ ​ 35,840 ​ ​ — Total Assets ​ $ 93,624,429 ​ $ 129,186 ​ ​ ​ ​ ​ ​”…

  Redeemable shares

  not previously extracted→9.20M

  The clause …“and subject to the occurrence of uncertain future events. Accordingly, 9,200,000 Class A ordinary shares subject to possible redemption were presented as temporary equity, outside of the shareholders’ equity section of the”…

  Combination deadline

  2023-02-18 · unchanged

  The clause …“there can be no assurance that the Company will be able to consummate any business combination by February 18, 2023. ​ ​ ​ F-8 Table of Contents Note 2 — Restatement of Previously Issued Financial Statement In connection with the”…

  Going-concern doubt

  stated · unchanged

  The clause …“accounting firm’s report contains an explanatory paragraph that expresses substantial doubt about our ability to continue as a “going concern.” ​ As of December 31, 2021, we had cash of $1,433,753, available for working capital”…

  Sponsor loans outstanding

  $300K · unchanged

  The clause …“earlier of June 30, 2021 or the closing of the initial public offering. The outstanding balance under the promissory note of $300,000 was repaid at the closing of the initial public offering on February 19, 2021. In order to finance”…

  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.

• 8-K28 March 20220001104659-22-038841
• SC 13G11 March 20220001085146-22-001242
• 8-K15 February 20220001104659-22-023798
• SC 13G/A14 February 20220001104659-22-021996
• SC 13G14 February 20220000899140-22-000298
• SC 13G14 February 20220001104659-22-022850
• SC 13G/A14 February 20220001062993-22-003964
• 8-K8 February 20220001104659-22-013066
• 10-Q/A20 January 20220001104659-22-005991
• SC 13G18 January 20220001104659-22-004895
• 8-K6 December 20210001104659-21-146778
• 10-Q4 November 20210001104659-21-134479
  What changed vs 2021-08-05trust $92.0M → $92.0M +0%shares 7.84M → 9.20M +17%
  trust account, redeemable shares2 moved

  Trust account

  $92.0M→$92.0M

  SpacBrain reads this as $1,168 was added to the trust between the two filings.

  The clause …“​ — ​ 127,186 Total current assets ​ ​ 1,785,419 ​ ​ 129,186 Investments held in Trust Account ​ ​ 92,007,046 ​ ​ — Derivative asset - forward purchase agreement ​ ​ 9,406 ​ ​ — Total Assets ​ $ 93,801,871 ​ $ 129,186 ​ ​ ​ ​ ​ ​ ​”…

  Redeemable shares

  7.84M→9.20M

  SpacBrain reads this as 1,363,745 more shares carry a redemption right.

  The clause …“and subject to the occurrence of uncertain future events. Accordingly, 9,200,000 Class A ordinary shares subject to possible redemption were presented as temporary equity, outside of the shareholders’ equity section of 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.

• SC 13G5 August 20210001062993-21-007086
• 10-Q5 August 20210001104659-21-100795
  What changed vs 2021-05-24trust $92.0M → $92.0M +0%shares 7.99M → 7.84M -2%
  trust account, redeemable shares2 moved

  Trust account

  $92.0M→$92.0M

  SpacBrain reads this as $4,294 was added to the trust between the two filings.

  The clause …“​ — ​ 127,186 Total current assets ​ ​ 1,954,192 ​ ​ 129,186 Investments held in Trust Account ​ ​ 92,005,878 ​ ​ — Derivative asset - forward purchase agreement ​ ​ 8,147 ​ ​ — Total Assets ​ $ 93,968,217 ​ $ 129,186 ​ ​ ​ ​ ​ ​ ​”…

  Redeemable shares

  7.99M→7.84M

  SpacBrain reads this as 154,302 shares are no longer redeemable.

  The clause …“and subject to the occurrence of uncertain future events. Accordingly, 7,836,255 Class A ordinary shares subject to possible redemption were presented as temporary equity, outside of the shareholders’ equity section of 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.

• 10-Q24 May 20210001104659-21-070794
• NT 10-Q17 May 20210001104659-21-068008
• 25-NSE7 April 20210001354457-21-000451
• 8-K1 April 20210001104659-21-045600
• 10-K31 March 20210001104659-21-044651

  What changed: FY2020 10-K for Medicus Sciences Acquisition Corp., a Cayman medical-technology blank-check led by Jacob Gottlieb and Michael Castor. Pre-IPO stub with a going-concern conclusion: $2,000 of cash at 31 December 2020, a working capital deficit of $108,254 and a $6,068 net loss, with substantial doubt stated for the year from issuance. The IPO of 9,200,000 units closed 18 February 2021, placing $92,000,000 in trust at $10.00 a unit ($89,770,005 of IPO proceeds plus $2,229,995 of private warrants). Two Altium-affiliated funds committed up to $16,000,000 of Forward Purchase Units. Why it matters: The unit is unusual and matters for dilution: one Class A share, one-ninth of a redeemable warrant, and a contingent right to receive at least two-ninths of a further warrant, so the warrant count is not fixed at issue. Substantial doubt here is about the pre-IPO shell and is resolved by the February 2021 float and a sponsor note of up to $300,000, not by trading. Deadline 18 February 2023, 24 months from closing, recorded as stated. The trust figure describes the post-IPO position, not the balance-sheet date.

• SC 13G1 March 20210000902664-21-001666
• SC 13G26 February 20210001104659-21-029151
• 8-K24 February 20210001104659-21-027485
• 8-K19 February 20210001104659-21-025832
• 424B417 February 20210001104659-21-024703
• CERT16 February 20210001354457-21-000223

The complete MSAC filing history on EDGAR