Oyster Enterprises Acquisition Corp.
OSTR · Nasdaq
NO ACTION REQUIRED
Nothing left to do
The cash went back to shareholders and the company wound up. 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 trust was liquidated and paid back to holders pro rata — the floor was honoured and the SPAC has wound up, so there is nothing left to claim.
In plain terms
- What it is
- A SPAC from Oyster Enterprises LLC, listed on Nasdaq in January 2021.
- What it's doing now
- It never completed a purchase. The company wound up and the cash in the account went back to shareholders — the ordinary ending when a SPAC runs out of time. No agreed deal for it is on file with us, so we cannot say whether one was ever announced and later fell through.
- What you should know
- This SPAC has finished. The cash was paid back to shareholders and the company wound up, so there is nothing left to claim — the money went where the charter said it would.
At a glance
- Where it stands
- Liquidated
- Deal
- none — it wound up and returned the cash instead
- Industry
- no filing we hold states a sector this SPAC restricted its search to
- Deal value
- no deal to value — it wound up instead
- 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
- 21 January 2021
- size not on file · 100.0% of each $10 unit into trust
- Headquarters
- 300 MAIN ST., STAMFORD, CT, 06901
- registered in Delaware
- Lead underwriter
- not extracted from the prospectus yet
- Key officers
- Needleman Dana Goldsmith (Director) · Monticciolo Michael J (CLO, COO and Secretary) · WADE MARTIN R III (Director)
- Listed securities
- OSTR 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.
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 trust was liquidated and paid back to holders pro rata — the floor was honoured and the SPAC has wound up, so there is nothing left to claim.
What has happened, and what is coming
1 dated milestoneEvery 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.
- 21 January 2021IPOpassed
IPO size not on file
The score
deterministic, from filed fieldsOSTR 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 — 295 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
Oyster Enterprises Acquisition Corp. was a blank-check company whose common stock traded on the Nasdaq Stock Market under the ticker OSTR. The company priced its initial public offering on January 21, 2021, per a 424B prospectus, with units consisting of a $10 trust amount per unit, a one-half warrant, and a 12-month deadline. It operated under SEC CIK 0001834226 and SIC industry code 6770 for blank checks. The company subsequently liquidated and returned the trust cash to shareholders, an ending established by a Form 25 filed on December 19, 2022.
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.
This is a full wind-up: all 23,000,000 public shares are redeemed and the $5,000,001 net tangible asset floor is removed precisely so the trust can be emptied to zero. The 65% supermajority requirement is a real hurdle, and failure would leave the vehicle running to January 22, 2023 with redemptions then falling after December 31, 2022, when the 1% excise tax applies. Holders therefore have a direct financial interest in approving promptly rather than allowing the timetable to slip into the taxed period.
The cover reports the capital structure in a form no other filing in this slice uses - '22,292,600 Units, 707,400 shares of Class A common stock and 5,750,000 shares of Class B common stock' as of 23 March 2021 - counting unseparated units rather than shares. It reconciles (22,292,600 + 707,400 = 23,000,000 Class A) but a share-count extractor reading the cover would take 707,400 as the Class A total. The deferred fee of $8,050,000 is $0.35 on all 23,000,000 units, so it already reflects the over-allotment.
Two features are stated and not standard. Private placement warrants bought by the UNDERWRITERS are deemed underwriters' compensation under FINRA Rule 5110, so part of the sponsor-side warrant block is regulated as fees. And the extension route is explicit: a charter amendment extending the 24-month period requires approval by holders of 65% of outstanding common stock. Redemption values, both at a business combination and on failure to close, are stated net of 'permitted withdrawals' — interest taken from the trust to pay taxes — and less up to $100,000 of interest for dissolution expenses.
Two features here are stated and not standard. Private placement warrants bought by the UNDERWRITER are deemed underwriter's compensation under FINRA Rule 5110, so part of the sponsor-side warrant block is regulated as fees. And the extension route is explicit: if a business combination is not completed within the 24-month period the company may seek a charter amendment to extend, which the amended and restated certificate of incorporation requires holders of 65% of outstanding common stock to approve. Redemption values are stated net of permitted withdrawals to pay taxes.
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.
Show the other 10 filings
What changed: Oyster Enterprises Acquisition Corp. called a special meeting for December 19, 2022 at 11:00 a.m. Eastern to amend its charter to move the termination date forward from January 22, 2023 to a board-determined date no later than December 30, 2022, to remove the redemption limitation so it can redeem all 23,000,000 Class A shares even though that leaves net tangible assets below $5,000,001, and to allow removal of up to $100,000 of trust interest to pay dissolution expenses. Approval requires the affirmative vote of at least 65% of the outstanding Class A common stock. Why it matters: This is a full wind-up: all 23,000,000 public shares are redeemed and the $5,000,001 net tangible asset floor is removed precisely so the trust can be emptied to zero. The 65% supermajority requirement is a real hurdle, and failure would leave the vehicle running to January 22, 2023 with redemptions then falling after December 31, 2022, when the 1% excise tax applies. Holders therefore have a direct financial interest in approving promptly rather than allowing the timetable to slip into the taxed period.
- What changed vs 2022-08-15trust $230.4M → $231.4M +0%
trust account, combination deadline, going-concern doubt +21 moved · 4 with no prior record of ours
- Trust account
- $230.4M$231.4M
- Combination deadline
- 2023-01-22 · unchanged
- Going-concern doubt
- stated · unchanged
- Sponsor loans outstanding
- $500K · unchanged
- Redeemable shares
- 23.0M · unchanged
SpacBrain reads this as $1,040,051 was added to the trust between the two filings.
The clause …“ 16,914 729 Total current assets 479,465 673,940 Investments held in Trust Account 231,399,410 230,013,905 Total assets $ 231,878,875 $ 230,687,845 Liabilities, Class A common stock subject to”…
The clause …“additional financing in order to meet our obligations. Going Concern We have until January 22, 2023 to consummate an Initial Business Combination. It is uncertain whether we will be able to consummate an Initial Business”…
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”…
The clause …“to an aggregate of $ 1,500,000 (“ Working Capital Loans ”), and the Company borrowed $ 500,000 under the Working Capital Loans on the same date. The proceeds of the Working Capital Loans will be used for working capital purposes. If”…
The clause …“value; 100,000,000 shares authorized; none issued and outstanding (excluding 23,000,000 shares subject to possible redemption) at September 30, 2022 and December 31, 2021 — — Class B common stock, $ 0.0001 par value; 10,000,000”…
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.
- What changed vs 2022-05-16trust $230.0M → $230.4M +0%
trust account, combination deadline, going-concern doubt +21 moved · 4 with no prior record of ours
- Trust account
- $230.0M$230.4M
- Combination deadline
- 2023-01-22 · unchanged
- Going-concern doubt
- stated · unchanged
- Sponsor loans outstanding
- $500K · unchanged
- Redeemable shares
- 23.0M · unchanged
SpacBrain reads this as $326,682 was added to the trust between the two filings.
The clause …“ 33,076 729 Total current assets 144,833 673,940 Investments held in Trust Account 230,359,359 230,013,905 Total assets $ 230,504,192 $ 230,687,845 Liabilities, Class A common stock subject to”…
The clause …“additional financing in order to meet our obligations. Going Concern We have until January 22, 2023 to consummate an Initial Business Combination. It is uncertain whether we will be able to consummate an Initial Business”…
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”…
The clause …“to an aggregate of $ 1,500,000 (“ Working Capital Loans ”), and the Company borrowed $ 500,000 under the Working Capital Loans on the same date. The proceeds of the Working Capital Loans will be used for working capital purposes. If”…
The clause …“value; 100,000,000 shares authorized; none issued and outstanding (excluding 23,000,000 shares subject to possible redemption) at June 30, 2022 and December 31, 2021 — — Class B common stock, $ 0.0001 par value; 10,000,000”…
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.
- What changed vs 2021-11-15trust $230.0M → $230.0M +0%going concern APPEARED
trust account, going-concern doubt, combination deadline +22 moved · 3 with no prior record of ours
- Trust account
- $230.0M$230.0M
- Going-concern doubt
- not statedstated
- Combination deadline
- not previously extracted2023-01-22
- Sponsor loans outstanding
- not previously extracted$500K
- Redeemable shares
- 23.0M · unchanged
SpacBrain reads this as $23,133 was added to the trust between the two filings.
The clause …“ 49,239 729 Total current assets 394,490 673,940 Investments held in Trust Account 230,032,677 230,013,905 Total assets $ 230,427,167 $ 230,687,845 Liabilities, Class A common stock subject to”…
SpacBrain reads this as the substantial-doubt sentence is in this filing and not in the previous one.
The clause …“a 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”…
The clause …“additional financing in order to meet our obligations. Going Concern We have until January 22, 2023 to consummate a business combination. It is uncertain that we will be able to consummate a business combination by this time. If a”…
The clause …“to an aggregate of $ 1,500,000 (“ Working Capital Loans ”), and the Company borrowed $ 500,000 under the Working Capital Loans on the same date. The proceeds of the Working Capital Loans will be used for working capital purposes. If”…
The clause …“value; 100,000,000 shares authorized; none issued and outstanding (excluding 23,000,000 shares subject to possible redemption) at March 31, 2022 and December 31, 2021 — — Class B common stock, $ 0.0001 par value; 10,000,000”…
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.
- What changed vs 2021-03-31trust $8.1M → $230.0M +2757%going concern APPEARED
trust account, going-concern doubt, sponsor loans outstanding +32 moved · 4 with no prior record of ours
- Trust account
- $8.1M$230.0M
- Going-concern doubt
- not statedstated
- Sponsor loans outstanding
- not previously extracted$500K
- Redeemable shares
- not previously extracted20.0M
- Combination deadline
- 2023-01-22 · unchanged
- Mandate language
- we intend to focus on industries that align with the backgro… · unchanged
SpacBrain reads this as $221,963,905 was added to the trust between the two filings.
The clause …“costs associated with initial public offering — 396,688 Investments held in Trust Account 230,013,905 — Total assets $ 230,687,845 $ 436,595 Liabilities, Class A common stock subject to possible”…
SpacBrain reads this as the substantial-doubt sentence is in this filing and not in the previous one.
The clause …“a business combination not occur, and potential subsequent dissolution raises substantial doubt about our ability to continue as a going concern. No adjustments have been made to the carrying amounts of assets or liabilities should we”…
The clause …“of our initial business combination. As of December 31, 2021, the outstanding balance under the Second Promissory Note was $500,000 and the remaining amount available to be drawn was $1,000,000. Effecting our Initial”…
The clause …“Accordingly, as of January 22, 2021 (as restated), and December 31, 2021, 20,000,000 and 23,000,000 shares of Class A common stock subject to possible redemption, respectively, were presented at redemption value as temporary equity,”…
The clause …“in Note 1 to the financial statements, if the Company is unable to complete a business combination by January 22, 2023, then the Company will cease all operations except for the purpose of liquidating. The date for mandatory liquidation”…
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.
Oyster Enterprises LLCnamed 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 1280 tracked SPACs (24%) 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 0001104659-21-006331
Trading & liquidity
Company profile
Directors & officers
- Needleman Dana GoldsmithDirector
- Monticciolo Michael JCLO, COO and Secretary
- WADE MARTIN R IIIDirector
- Maziar AkramDirector
- SMITH RANDALL DDirector
- Kleban JoshuaChief Financial Officer
- Freeman HeathChief Executive Officer
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
2 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.
- Magnetar Financial LLCwith 3 other reporting persons on the same schedule8.7% · SC 13G/AJan 24, 2023 stale
- GOLDMAN SACHS GROUP INCwith 1 other reporting person on the same schedule0.0% · SC 13G/AFeb 13, 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 — OSTR (Oyster Enterprises Acquisition Corp.)
vault-note · /vault/tickers/OSTR
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 trail3 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 0001104659-21-006331 priced 2021-01-21; common ticker OSTR off 8-K 0001104659-22-128280 (2022-12-19); lifecycle EXITED. Ending PROVEN, not inferred: LIQUIDATED per Form 25 0001354457-22-000745 (2022-12-19) — Form 25 filed under 17 CFR 240.12d2-2(a)(1) — the rule for a class "called for redemption" or "redeemed or paid at maturity/retirement". For a SPAC that class is the public shares and that redemption is the trust going back (class: Class A Common Stock, Warrant, Unit). No wind-up press release was readable on the registrant's own file, so the per-share figure is not stored.. 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.
warrantStrike=11.5, unitSeparationDays=52 from the definitive prospectus (0001104659-21-006331). NOT FILLED: warrantCallPrice — no stated candidate; rightShareRatio — no stated candidate
sponsor "Oyster Enterprises LLC" sourced from prospectus definition (10-K) acc 0001104659-21-044060.