Oxus Acquisition Corp.
OXUS · 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 Tavia (Mametov Askar), listed on Nasdaq in September 2021.
- What it's doing now
- It agreed to buy Borealis Foods Inc., an instant noodle and ramen food products company. That purchase completed, and it stopped being a SPAC — the shares became shares in the business it bought.
- What you should know
- 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
- Borealis Foods Inc. — Foods Inc.
- Industry
- Consumer Staples — instant noodle and ramen food products
- Deal value
- not stated in the filings we hold
- 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
- 7 September 2021
- size not on file · 100.0% of each $10 unit into trust
- Headquarters
- 1540 CORNWALL RD. #104, OAKVILLE, A6, L6J 7W5
- registered in the Cayman Islands
- Lead underwriter
- not extracted from the prospectus yet
- Key officers
- Mynzhanov Pavel (Director) · Algaziyeva Zaure (Director) · Helg Barthelemy (Director)
- Listed securities
- OXUS 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 2 February 2024 event.
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).
What has happened, and what is coming
2 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.
- 7 September 2021IPOpassed
IPO size not on file
redemption rate not stated in the filing
The deal
terms as filedWhat it is buying, on what terms, and how much of the combined company new shares take from you.
- closedConsumer Staples
What Borealis Foods Inc. does — read from borealisfoods.com on 26 August 2026
Borealis Foods Inc. is a U.S.-based food science company headquartered in North America (with a mailing address in Oakville, ON) that develops functional, nutrient-rich, high-protein, plant-based, and shelf-stable meals. The company focuses on redefining ramen noodles to provide advanced nutrition for consumers, K-12 school lunches, and crisis relief. Products are manufactured by its wholly owned subsidiary, Palmetto Gourmet Foods, in the USA, with a production capacity of up to 1.8 billion meals per year.
Oakville, ONFood SciencePlant-Based FoodSchool LunchesCrisis Relief/AidDeal structureSEC-primary — BCA 8-K / S-4 / DEFM14A- Min-cash condition
- $30M
- Break fee
- $5M
stated in:0001213900-23-066968
Who has already taken their money back
1 filed eventEach 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
—
no filing states a pre-event share count
Shares redeemed, all events
1.89M
across every filed redemption event
Every figure below is stated in the linked filing; nothing here is estimated.
- Feb 2, 2024Extensionno rate stated
The score
deterministic, from filed fieldsOXUS 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
Oxus Acquisition Corp. (Nasdaq: OXUS) was a blank-check company whose initial public offering was priced on September 7, 2021, pursuant to a 424B prospectus filed under SEC file number 333-258183 and S-1 registration statement 0001213900-21-038735, which was originally filed on July 27, 2021. The registrant self-described as a blank-check company in that prospectus, and its SEC SIC industry code is 2000 (Food and Kindred Products). The common ticker OXUS appears on the cover page of a Form 8-K filed on February 2, 2024. The vehicle completed a business combination and no longer files as a separate entity; its closure is established by Form 25 filed on February 7, 2024, under 17 CFR 240.12d2-2(a)(3), reflecting that the shares came to evidence other securities in substitution therefor. EDGAR now files the company's CIK (0001852973) under the name Borealis Foods Inc.
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.
An SEC comment letter forcing an amendment is a control-quality signal, though the defects here are presentational rather than substantive - an audit report that failed to name the registrant, and a missing prior-period auditor report. Neither changes reported results. What it does mean is that the original annual report was not compliant as filed, and the company is now on the SEC staff's review radar for its next filing cycle.
Failing all three continued listing tests at once is worse than a bid price deficiency: the company is too small by market value, has insufficient stockholders' equity and is not profitable, so no alternative standard is available and a reverse split would not help. The warrants are listed only so long as the common shares are, so a delisting would take both. That sits alongside the going concern emphasis its auditor carried for 2023 and 2024, giving former OXUS holders a December 29, 2026 deadline on a company already flagged for solvency doubt.
Two consecutive years of going-concern qualifications, on the 2023 and 2024 audits, is the substantive disclosure: the auditor has twice signalled doubt that the company can fund operations, which usually precedes dilutive equity raises, asset sales or restructuring. The change of auditor alongside those opinions, and a director resigning from the board and every committee on May 11, 2026, compound the governance concern. Legacy Oxus SPAC holders who did not redeem carry ordinary equity risk with no trust protection behind it.
An Oxus holder ends up owning a Canadian corporation rather than a Delaware one, and the route there is a scripted sequence of steps deemed to occur at five-minute intervals from the Arrangement Effective Time, so the order in which convertible instruments convert is itself contractual. Borealis convertible financing instruments, including the Sponsor Convertible Notes, convert into Borealis shares immediately before the amalgamations, while certain remaining instruments and the New Investor Convertible Notes instead convert into New Borealis common shares later under the Plan of Arrangement.
Nothing a shareholder votes on changed, and the proxy statement/prospectus is not in this document, so a reader looking here for the Borealis terms will not find them. What the exhibit index does show is the target's borrowing going into the deal: convertible notes to Belphar Ltd. dated February 21, 2023 and May 30, 2023, a further convertible note to Saule Algaziyeva dated March 6, 2023, and a general security agreement plus a lien subordination agreement with Centurion Financial Trust, both dated May 30, 2023. Sponsor and shareholder support agreements date from February 23, 2023.
An Oxus holder is being moved from a Cayman Islands exempted company into an Ontario corporation through two sequential amalgamations that the plan of arrangement deems to occur at five-minute intervals. The order is load-bearing: Borealis's convertible instruments, including the Sponsor Convertible Notes, convert into Borealis shares ahead of the amalgamations, while certain other instruments are excluded and the New Investor Convertible Notes convert later into New Borealis common shares instead. The meeting's date and time are left blank at this version.
Show 3 more material filings
At this version the extraordinary general meeting is still expected within 2023 — the notice reads [ ], 2023 — and both the time and the virtual pre-registration address are blank, so nothing here fixes a redemption deadline. The plan of arrangement sequences its steps at five-minute intervals and that order is load-bearing: Borealis's convertible instruments, including the Sponsor Convertible Notes, convert into Borealis shares ahead of the amalgamations, while several other instruments are expressly excluded from that step.
The plan of arrangement sequences the steps at five-minute intervals from the Arrangement Effective Time, and the order decides who is diluted. Borealis's convertible financing instruments, including the Sponsor Convertible Notes, convert into Borealis shares before the amalgamations, while three categories are carved out of that step: instruments to be repaid before closing, the Remaining Borealis Convertible Instruments, and the New Investor Convertible Notes, which instead convert later into New Borealis common shares. Borealis options outstanding at that time are dealt with separately.
This first version states no number of securities on its cover, so the dilution an Oxus holder faces cannot be read from it. What is set out is the sequence, at five-minute intervals from the Arrangement Effective Time: Borealis's convertible financing instruments other than three carved-out categories convert into Borealis shares, and then all outstanding Borealis Options are fully vested and exercised for Borealis shares worth the aggregate fair market value of the underlying shares less the aggregate exercise price — a net exercise that issues shares without bringing cash in.
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.
What changed: The filing reports that Borealis Foods Inc. issued a press release on August 26, 2026, announcing preliminary unaudited revenue from its U.S. K-12 school foodservice channel for the six months ended June 30, 2026, which increased 110% compared to the same period in 2025. The filing also discloses that the Company has expanded its presence to more than 20,000 schools representing approximately 2,500 school districts, and that its products have shipped over the past 12 months through 106 distributors across 40 states. Why it matters: This information provides investors with early indicators of top-line growth and market penetration scale for the post-business combination entity, although the revenue figures are explicitly noted as unaudited and subject to adjustment upon completion of financial statements.
What changed: Borealis Foods Inc.'s Form 10-K/A (Amendment No. 1) for the fiscal year ended December 31, 2025, amending the annual report originally filed June 2, 2026. It is filed in response to a July 15, 2026 comment letter from the SEC's Division of Corporation Finance, addressing comments 3 and 4: the fiscal 2025 auditor's report did not clearly identify the audited company, referring only to 'and Subsidiaries' without naming Borealis Foods Inc., and the original 10-K omitted an auditor's report for a further period. As of the amendment date 21,463,306 common shares were outstanding. Why it matters: An SEC comment letter forcing an amendment is a control-quality signal, though the defects here are presentational rather than substantive - an audit report that failed to name the registrant, and a missing prior-period auditor report. Neither changes reported results. What it does mean is that the original annual report was not compliant as filed, and the company is now on the SEC staff's review radar for its next filing cycle.
What changed: Borealis Foods Inc., the Oxus Acquisition Corp. successor, received notice from Nasdaq on July 2, 2026 that based on its Market Value of Listed Securities over the last 30 consecutive business days it no longer meets the $35,000,000 minimum for continued listing on the Nasdaq Capital Market under Listing Rule 5550(b)(2), and does not meet the alternative stockholders' equity or net income standards under Rules 5550(b)(1) and 5550(b)(3). It has until December 29, 2026 to regain compliance by closing at $35,000,000 or more of market value for ten consecutive business days. Why it matters: Failing all three continued listing tests at once is worse than a bid price deficiency: the company is too small by market value, has insufficient stockholders' equity and is not profitable, so no alternative standard is available and a reverse split would not help. The warrants are listed only so long as the common shares are, so a delisting would take both. That sits alongside the going concern emphasis its auditor carried for 2023 and 2024, giving former OXUS holders a December 29, 2026 deadline on a company already flagged for solvency doubt.
Show the other 10 filings
going-concern doubtnothing moved · 1 with no prior record of ours
- Going-concern doubt
- stated · unchanged
The clause …“● our independent registered public accounting firm has expressed substantial doubt about our ability to continue as a going concern; ● our limited operating history makes it difficult to evaluate our business and prospects;”…
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: Borealis Foods Inc., successor to Oxus Acquisition Corp., held its 2026 annual meeting of shareholders on June 29, 2026 and reported the outcome under Item 5.07. A quorum of 12,845,650 shares was represented in person or by proxy, which the filing states is 59.8% of shares outstanding on the record date. Shareholders elected the nominated directors to serve until the 2027 annual meeting; Barthelemy Helg received 12,673,744 for and 1,828 withheld, and Reza Soltanzadeh 12,671,438 for and 4,134 withheld, each with 170,078 broker non-votes. Why it matters: This is a routine annual meeting of a post-de-SPAC operating company rather than a deal or extension vote, and none of the reported proposals affects a trust or a redemption right. The tallies matter only as the dated record of who sits on the board.
going-concern doubtnothing moved · 1 with no prior record of ours
- Going-concern doubt
- stated · unchanged
The clause …“● our independent registered public accounting firm has expressed substantial doubt about our ability to continue as a going concern; our limited operating history makes it difficult to evaluate our business and prospects; ●”…
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: Borealis Foods Inc. (successor to SPAC Oxus Acquisition Corp) called its annual meeting for Monday, June 29, 2026 at 12:30 p.m. ET at virtualshareholdermeeting.com/BRLS2026, record date May 26, 2026, to present financial statements and ratify the auditor for the year ending December 31, 2026. Auditor BPB's reports for the years ended December 31, 2024 and 2023 each carried an emphasis of matter on substantial doubt about the company's ability to continue as a going concern. Director Shiv Vikram Khemka resigned from the board and all three committees on May 11, 2026. Why it matters: Two consecutive years of going-concern qualifications, on the 2023 and 2024 audits, is the substantive disclosure: the auditor has twice signalled doubt that the company can fund operations, which usually precedes dilutive equity raises, asset sales or restructuring. The change of auditor alongside those opinions, and a director resigning from the board and every committee on May 11, 2026, compound the governance concern. Legacy Oxus SPAC holders who did not redeem carry ordinary equity risk with no trust protection behind it.
What changed vs 2023-11-20going concern APPEAREDgoing-concern doubt, combination deadline1 moved · 1 with no prior record of ours
- Going-concern doubt
- not statedstated
- Combination deadline
- 2023-12-08not matched in this filing
SpacBrain reads this as the substantial-doubt sentence is in this filing and not in the previous one.
The clause …“except that BPB’s reports contained an emphasis of matter paragraph regarding substantial doubt about the Company’s ability to continue as a going concern. During the fiscal years ended December 31, 2024 and December 31, 2023, and”…
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.
Liquidation / termination drag: 0 liquidations and 0 terminations across 3 vehicles raised → 0% attrition (terminations 1.25×, stale shells 0.75×).
Mixed record · low confidence
- Oxus Acquisition Corp. · 2021→ Borealis Foods Inc.BRLSCompleted
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
from 424B3 0001213900-24-003765
Trading & liquidity
Company profile
Directors & officers
- Mynzhanov PavelDirector
- Algaziyeva ZaureDirector
- Helg BarthelemyDirector
- Soltanzadeh RezaChief Executive Officer
- Rakishev Kenges10% owner
- Ajami AminDirector
- Diachenko Sergii10% owner
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
11 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.
- Oxus Capital PTE. LTD.with 1 other reporting person on the same schedule46.3% · SC 13DFeb 14, 2024 stale
- Soltanzadeh Rezawith 2 other reporting persons on the same schedule17.1% · SC 13DFeb 14, 2024 stale
- Helg Barthelemy15.0% · SC 13DFeb 14, 2024 stale
- METEORA CAPITAL, LLCwith 1 other reporting person on the same schedule9.5% · SC 13G/AFeb 14, 2024 stale
- BARCLAYS PLCwith 2 other reporting persons on the same schedule6.1% · SC 13GFeb 14, 2022 stale
- MIZUHO FINANCIAL GROUP INC5.4% · SC 13GFeb 13, 2024 stale
- Polar Asset Management Partners Inc.2.7% · SC 13G/AFeb 13, 2024 stale
- BOOTHBAY FUND MANAGEMENT, LLCwith 1 other reporting person on the same schedule0.0% · SC 13G/ANov 7, 2024 stale
- D. E. SHAW & CO, L.P.with 1 other reporting person on the same schedule0.0% · SC 13G/AFeb 14, 2024 stale
- PERISCOPE CAPITAL INC.0.0% · SC 13G/AFeb 9, 2024 stale
- ADAGE CAPITAL PARTNERS GP, L.L.C.with 2 other reporting persons on the same schedule0.0% · SC 13G/AFeb 7, 2024 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.
News
company wires and the financial pressReporting we have matched to this ticker. Headlines belong to the outlets that wrote them.
Show the headlines
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
35 full SEC filing texts archived — searchable, never lost.
- Vault note — OXUS (Oxus Acquisition Corp.)
vault-note · /vault/tickers/OXUS
- Vault deal note — Borealis Foods Inc. (OXUS)
vault-note · /vault/deals/borealis-foods-inc
- Borealis Foods Q1 revenue up 8% as partnerships grow | BRLS Stock News
news · stocktitan.net
- Borealis Foods Inc., a Rapidly Growing, Mission-Driven Food Tech Company, Completes Business Combination and Will Commence Trading on Nasdaq Under the Symbol "BRLS"
news · prnewswire.com
- Home
company-site · borealisfoods.com
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 trail4 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 EDGAR's QUARTERLY FORM INDEX, walked without any SIC filter. The SIC 6770 census could not reach this registrant: EDGAR reassigns a shell's SIC the day it stops being one, and this CIK now files under 2000 (Food and Kindred Products). The screen found it by filing SHAPE instead — S-1 2021-07-27 → 8-A12B 2021-09-02 → 424B4 2021-09-07 — which nothing rewrites. Admission rule: src/lib/universe-admit.ts. SIC 2000 + self-described blank check in 424B4 0001213900-21-046815; 424B 0001213900-21-046815 priced 2021-09-07 under S-1 0001213900-21-038735 (file 333-258183, an offering for cash); common ticker OXUS off 10-Q 0001213900-23-041914 (2023-05-22); lifecycle EXITED. The pricing prospectus was filed under SEC file number 333-258183, which belongs to S-1 0001213900-21-038735 (2021-07-27) — a registration of shares sold for CASH, which is what makes it an IPO rather than merger consideration. Blank-check status from the registrant's own first-person sentence in that prospectus (EDGAR full-text search, 424B4 2021-09-07). Ending PROVEN, not inferred: CLOSED per Form 25 0001354457-24-000048 (2024-02-07) — 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: Oxus Acquisition Corp. Unit). EDGAR now files this CIK as "Borealis Foods Inc." — the SPAC's own name is kept here and the successor is the target. 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 "Oxus Capital PTE. LTD." (SEC CIK 0001881259) sourced from Form 3 reportingOwner (10% owner) acc 0001213900-21-046480.
[CLOSED-RENAME] EDGAR CIK 0001852973 records "Oxus Acquisition Corp." ending 2024-02-07; the registrant continues as "Borealis Foods Inc.". The rename is the SEC's own record of what the vehicle became, keyed by CIK. Closed 2024-02-07. No deal value is set — a rename says what was acquired, never for how much. No date column is set: Deal has announcedAt, voteDate and expectedCloseAt and nowhere to record an actual close, so the SEC's date is kept here until that column exists. [DEAL-STRUCTURE-MINED] minCashM=30, terminationFeeM=5 from primary filings (0001213900-23-066968).
OTHER -> MEDIA_CONSUMER, on S-4/A 0001213900-24-003071: "Borealis owns or has rights to various trademarks, service marks and trade names used in connection with the operation of its businesses, and which are included"