Roth CH Acquisition V Co.
ROCL · 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, listed on Nasdaq in December 2021.
- What it's doing now
- It agreed in November 2024 to buy New Era Helium Corp., a helium exploration and production 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
- New Era Helium Corp.
- Industry
- Energy — helium exploration and production
- Deal value
- not stated in the filings we hold
- announced 7 November 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
- 2 December 2021
- size not on file · 101.5% of each $10 unit into trust
- Headquarters
- 888 SAN CLEMENTE DRIVE SUITE 400, NEWPORT BEACH, CA, 92660
- registered in Delaware
- Lead underwriter
- not extracted from the prospectus yet
- Key officers
- LIPMAN JOHN C (Co-CEO & Co-Chairman of Board) · ROTH GORDON J (Chief Financial Officer) · Roth Byron (Co-CEO & Co-Chairman of Board)
- Listed securities
- ROCL 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 17 May 2023 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
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.
redemption rate not stated in the filing
- 7 November 2024Deal announcedpassed
Combination with New Era Helium Corp.
Show the earlier 1 milestone
- 2 December 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.
- New Era Helium Corp.— · announced 7 November 2024closedEnergySEC primary
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
8.99M
across every filed redemption event
Every figure below is stated in the linked filing; nothing here is estimated.
- May 17, 2023Extensionno rate statedredeemed 8.99M sh0001410578-24-000890
The score
deterministic, from filed fieldsROCL 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
Roth CH Acquisition V Co. was a blank-check company whose common stock traded on the Nasdaq Stock Market under the ticker ROCL. The company priced its initial public offering on December 2, 2021, under SEC file number 333-260907, with shares registered for cash on Form S-1 and described as blank-check in its 424B4 prospectus. Its SEC SIC industry code was 1311, covering crude petroleum and natural gas. The vehicle completed a business combination and no longer files, with Form 25 filed on December 9, 2024, evidencing that its securities had come to evidence other securities in substitution therefor. The successor registrant, New Era Helium Inc. (NEHC, NEHCW), filed an 8-K carrying Item 2.01 naming Roth CH Acquisition V Co. as the acquired company.
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 company is telling holders it expects to fail a Nasdaq listing condition that the counterparty can walk away on — a materially different risk from a routine extension. Five amendments in eleven months on the same agreement compound that. For ROCL holders the redemption right ahead of each extension is the protection; staying in means accepting both the delisting risk at closing and NEH's termination option, with no offsetting deposit disclosed here.
The $11.31 per share trust value is intact and the redemption right is unconditional — it does not depend on how or whether a holder votes, which is the single most valuable feature of the position. The one-for-one exchange into Holdings means no economic reset at closing, so the decision is purely between $11.31 in cash and equity in the New Era Helium survivor. Five amendments to the agreement in under a year argue for taking the cash.
The Nasdaq listing is stated as an expectation, not a completed condition, so it should not be recorded as assured. The merger is governed by Nevada law on the target side and Delaware law on the acquirer side. ROCL was formed in November 2020, so by this filing the vehicle was roughly three and a half years old. No registered share count, vote date or redemption deadline appears in this portion.
This is the baseline of the ROCL / New Era Helium registration, filed roughly six weeks after signing. The merger is governed by Nevada law on the target side and Delaware law on the acquirer side. No registered share count, vote date or redemption deadline appears in the extracted portion, so nothing quantitative should be attributed to this filing.
A non-binding letter of intent announced five weeks before the deadline is not a deal, and the extension is being sought on the strength of a transaction that has neither definitive documentation nor completed diligence. With about $120.0 million in trust the per-share floor is fully funded and redemption is a clean exit. Non-redemption agreements covering 2,000,000 shares are the sponsor's attempt to preserve trust cash, a tactic that signals management expects heavy redemptions from everyone else.
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
The sponsor
The people who set this company up, what they have done before, and the advisers around the deal.
No sponsor entity is named in the filings parsed for this SPAC so far.
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 · 101.5% of the $10 unit
from 424B4 0001104659-21-145958
Trading & liquidity
Company profile
Directors & officers
- LIPMAN JOHN CCo-CEO & Co-Chairman of Board
- ROTH GORDON JChief Financial Officer
- Roth ByronCo-CEO & Co-Chairman of Board
- Tonnos Joseph M.Chief Investment 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
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.
- Roth Byronwith 4 other reporting persons on the same schedule25.3% · SC 13GFeb 14, 2024 stale
- Polar Asset Management Partners Inc.9.9% · SC 13GFeb 12, 2024 stale
- MIZUHO FINANCIAL GROUP INC7.0% · SC 13GFeb 13, 2024 stale
- FIR TREE CAPITAL MANAGEMENT LP2.6% · SC 13G/AFeb 14, 2024 stale
- Shaolin Capital Management LLC0.0% · SC 13G/AFeb 22, 2024 stale
- Saba Capital Management, L.P.with 1 other reporting person on the same schedule0.0% · SC 13G/AFeb 9, 2024 stale
- SANDERS MORRIS HARRIS LLCnot stated · SC 13G/ADec 9, 2021 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 — ROCL (Roth CH Acquisition V Co.)
vault-note · /vault/tickers/ROCL
- Vault deal note — New Era Helium Corp. (ROCL)
vault-note · /vault/deals/new-era-helium-corp
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 trail5 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 1311 (Crude Petroleum & Natural Gas). The screen found it by filing SHAPE instead — S-1 2021-11-09 → 8-A12B 2021-11-29 → 424B4 2021-12-02 — which nothing rewrites. Admission rule: src/lib/universe-admit.ts. SIC 1311 + self-described blank check in 424B4 0001104659-21-145957; 424B 0001104659-21-145957 priced 2021-12-02 under S-1 0001104659-21-136264 (file 333-260907, an offering for cash); common ticker ROCL off 10-Q 0001410578-23-001931 (2023-08-14); lifecycle EXITED. The pricing prospectus was filed under SEC file number 333-260907, which belongs to S-1 0001104659-21-136264 (2021-11-09) — 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 2021-12-02). Ending PROVEN, not inferred: CLOSED per Form 25 0001354457-24-000920 (2024-12-09) — 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: Roth CH Acquisition V Co. Common Stock, Warrant, and Unit); the successor registrant NEW ERA HELIUM INC. (NEHC, NEHCW) (CIK 0002028336) filed an 8-K carrying item 2.01 (Completion of Acquisition) naming "Roth CH Acquisition V Co." — 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.
AI-extracted target (z-ai/glm-5.2, conf 0.98)
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 -> ENERGY, on DEFM14A 0001104659-24-114916: "NEH is an exploration and production company that sources helium produced in association with natural gas reserves in North America."