PGSS SEC filings, in plain English
Everything Pegasus Digital Mobility 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.
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What changed: Pegasus Digital Mobility Acquisition Corp., a Cayman Islands SPAC, issued merger materials for an extraordinary general meeting on April 22, 2024 at 9:00 a.m. Eastern time to approve its business combination with SCHMID Group N.V. as TopCo, under the agreement as amended September 26, 2023 and January 2024. Pegasus will merge with Merger Sub and survive, with each Eligible Pegasus Share cancelled in exchange for the Merger Consideration, and the Sponsor has agreed under a letter agreement to vote its Class A and Class B ordinary shares in favour. Why it matters: The deal can be abandoned if redemptions leave Pegasus with less than $5,000,001 of net tangible assets, so unlike several SPACs in this backlog the floor has been kept rather than deleted — public holders redeeming past that point kill the transaction outright. One illustrative scenario assumes only 290,570 Class A shares are redeemed, following redemptions already taken in 2023, leaving at least $45.0 million; the sponsor's committed vote means the outcome turns on redemptions rather than turnout.
- What changed vs 2023-03-28trust $518.1M → $238.5M -54%deadline 2023-04-26 → 2024-04-30mandate language changedshares 22.5M → 4.50M -80%
trust account, combination deadline, mandate language +34 moved · 2 with no prior record of ours
- Trust account
- $518.1M$238.5M
- Combination deadline
- 2023-04-262024-04-30
- Mandate language
- we intend to focus within our core target sector, as well as…We intend to target companies, of which more than 100 are on…
- Redeemable shares
- 22.5M4.50M
- Going-concern doubt
- stated · unchanged
- Sponsor loans outstanding
- $213K · unchanged
SpacBrain reads this as $279,575,691 left the trust between the two filings.
The clause …“ Proceeds from redemption and sale of marketable securities held in Trust Account 238,547,151 516,492,651 Purchase and reinvestment of marketable securities held in Trust Account ( 7,951,860 ) (”…
SpacBrain reads this as 370 days later than the previous record.
The clause …“shares the anchor investor holds in the event we fail to complete our initial business combination by April 30, 2024, or during any Extension Period. If we do not complete our initial business combination within such applicable time”…
SpacBrain reads this as 17,999,983 shares are no longer redeemable.
The clause …“200,000,000 shares authorized; 0 shares issued and outstanding (excluding 4,500,017 and 22,500,000 shares subject to possible redemption at December 31, 2023 and 2022, respectively) — — Class B ordinary shares, $ 0.0001 par”…
The clause …“commissions payable were $2,441,250 and $7,875,000, respectively. Going Concern In connection with the Company’s assessment of going concern considerations in accordance with Accounting Standards Codification Topic 205-40,”…
The clause …“public offering. As of the date of our initial public offering, we had borrowed $212,710 under the $300,000 promissory note with our Sponsor. These loans were non-interest bearing, unsecured and were due at the earlier of April”…
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 2023-08-14shares 7.20M → 5.00M -31%
redeemable shares, trust account, combination deadline +11 moved · 3 with no prior record of ours
- Redeemable shares
- 7.20M5.00M
- Trust account
- $230.6M · unchanged
- Combination deadline
- 2023-12-31 · unchanged
- Going-concern doubt
- stated · unchanged
SpacBrain reads this as 2,195,855 shares are no longer redeemable.
The clause …“200,000,000 shares authorized; 0 shares issued and outstanding (excluding 5,003,218 and 22,500,000 shares subject to possible redemption as of September 30, 2023 and December 31, 2022, respectively) — — Class B ordinary shares,”…
The clause “022 (Level 1) (Level 2) (Level 3) Assets: Marketable Securities held in Trust Account $ 230,595,291 $ 230,595,291 — — Liabilities: Warrant liabilities - Public”…
The clause …“memorandum and articles of association, if we have not completed our initial business combination by December 31, 2023 (without further extensions, which would require shareholder vote), we will (1) cease all operations except for the”…
The clause …“completion of the Business Combination. These factors, among others, raise substantial doubt about the Company’s ability to continue as a going concern one year from the date these financial statements are issued. These financial”…
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: Pegasus Digital Mobility Acquisition Corp. called an extraordinary general meeting for December 7, 2023 at 9:00 a.m. Eastern Time, in person at the offices of Appleby, to amend and restate its Memorandum and Articles and insert a fourth extension option running from the Third Extension Date of December 31, 2023 to April 30, 2024. The Sponsor commits to deposit $0.03 per Public Share into the Trust Account on the first business day of each month starting January 2, 2024. Effectiveness is conditioned on the Company having net tangible assets of at least US$5,000,001 after redemptions. The Gebr. Why it matters: This is a fourth extension, which by itself tells holders how long the Schmid transaction has taken. Three cents per share per month is a token deposit for four more months of waiting. The retained US$5,000,001 net tangible asset condition is genuinely protective: if redemptions are heavy the extension simply fails and the company must wind up, returning trust cash rather than proceeding with almost no capital.
What changed vs 2023-03-29deadline 2023-12-31 → 2024-04-30combination deadline1 moved
- Combination deadline
- 2023-12-312024-04-30
SpacBrain reads this as 121 days later than the previous record.
The clause …“and the Board exercises the Fourth Extension but we do not complete a business combination by April 30, 2024, we will (i) cease all operations except for the purpose of winding up; 16 TABLE OF CONTENTS (ii) as promptly”…
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 2023-05-19trust $235.3M → $230.6M -2%shares 22.5M → 7.20M -68%
trust account, redeemable shares, combination deadline +12 moved · 2 with no prior record of ours
- Trust account
- $235.3M$230.6M
- Redeemable shares
- 22.5M7.20M
- Combination deadline
- 2023-12-31 · unchanged
- Going-concern doubt
- stated · unchanged
SpacBrain reads this as $4,717,871 left the trust between the two filings.
The clause “022 (Level 1) (Level 2) (Level 3) Assets: Marketable Securities held in Trust Account $ 230,595,291 $ 230,595,291 — — Liabilities: Warrant liabilities - Public”…
SpacBrain reads this as 15,300,927 shares are no longer redeemable.
The clause …“200,000,000 shares authorized; 0 shares issued and outstanding (excluding 7,199,073 and 22,500,000 shares subject to possible redemption as of June 30, 2023 and December 31, 2022, respectively) — — Class B ordinary shares, $”…
The clause …“memorandum and articles of association, if we have not completed our initial business combination by December 31, 2023 (without further extensions, which would require shareholder vote), we will (1) cease all operations except for the”…
The clause …“completion of the Business Combination. These factors, among others, raise substantial doubt about the Company’s ability to continue as a going concern one year from the date these financial statements are issued. These financial”…
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.