SEPA SEC filings, in plain English
Everything SEP Acquisition Corp. has filed with the SEC that we hold — 40 filings, newest first, 4 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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live EDGAR captureNew filings appear here within minutes of hitting EDGAR; summaries follow once the pipeline has read them.
- What changed vs 2023-11-20trust $185.0M → $13.7M -93%
trust account, combination deadline, going-concern doubt +21 moved · 4 with no prior record of ours
- Trust account
- $185.0M$13.7M
- Combination deadline
- 2024-07-30 · unchanged
- Going-concern doubt
- stated · unchanged
- Sponsor loans outstanding
- $760K · unchanged
- Redeemable shares
- 1.30M · unchanged
SpacBrain reads this as $171,263,389 left the trust between the two filings.
The clause …“of closing the Business Combination. As of March 31, 2024, a balance of $ 13,738,297 previously held in the Trust Account was transferred to and held with the Trustee and is considered restricted cash, whereby $ 4,966,717 is held”…
The clause …“Following approval of the Extension Proposal (defined below), the Company has until July 30, 2024 to complete a Business Combination (the "Combination Period"). If the Company is unable to complete a Business Combination within the”…
The clause …“negotiating and consummating the Business Combination. These conditions raise substantial doubt about the Company’s ability to continue as a going concern for a period of time within one year after the date that the unaudited condensed”…
The clause …“the promissory note. On December 21, 2022 and December 27, 2022 the Company borrowed an aggregate of $760,000 under the promissory note bringing the total drawdowns to $960,000 as of December 31, 2022. On December 4, 2023, the Company”…
The clause …“issued and outstanding at March 31, 2024 and December 31, 2023 (excluding 1,304,259 shares subject to possible redemption at March 31, 2024 and December 31, 2023) 242 242 Class B common stock, $ 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.
- What changed vs 2023-03-31trust $185.0M → $13.7M -93%
trust account, combination deadline, going-concern doubt +31 moved · 5 with no prior record of ours
- Trust account
- $185.0M$13.7M
- Combination deadline
- 2024-07-30 · unchanged
- Going-concern doubt
- stated · unchanged
- Sponsor loans outstanding
- $760K · unchanged
- Mandate language
- we intend to focus our search for an initial business combin…not matched in this filing
- Redeemable shares
- 1.30M · unchanged
SpacBrain reads this as $171,345,934 left the trust between the two filings.
The clause …“expenses 21,000 165,398 Total current assets 37,735 1,509,207 Investments held in Trust Account 13,655,752 — Restricted cash held with Trustee — 22,468,765 Total Assets $ 13,693,487 $ 23,977,972 LIABILITIES, CLASS A COMMON STOCK”…
The clause …“of any our Class A common stock if we are unable to complete an initial business combination within 36 months from the closing of the Company’s initial public offering by July 30, 2024, compliance with applicable law and the”…
The clause …“a Business Combination a. In connection with the Company’s assessment of going concern, management has determined that conditions raise substantial doubt about the Company’s ability to continue as a going concern through”…
The clause …“the promissory note. On December 21, 2022 and December 27, 2022, the Company borrowed an aggregate of $760,000 under the promissory note bringing the total drawdowns to $960,000 as of December 31, 2022. On December 4, 2023, the Company”…
The clause …“at December 31, 2023, and December 31, 2022, respectively (excluding 1,304,259 shares subject to possible redemption at December 31, 2023 and December 31, 2022) 242 — Class B common stock, $ 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.
minimum cash condition, outside datenothing moved · 2 with no prior record of ours
- Minimum cash condition
- $12.0M · unchanged
- Outside date
- 2024-02-28 · unchanged
The clause …“is conditioned on, among other things, that as of the Closing, SEPA has at least $12,000,000 (“Minimum Cash Condition Amount”) resulting from (i) proceeds that have not been redeemed in the Redemption and (ii) proceeds of the PIPE”…
The clause …“to the Closing set forth in Article VI have not been satisfied or waived by February 28, 2024 (the “ Outside Date ”); (c) by written notice by either the Purchaser or the Company if a Governmental Authority of competent jurisdiction”…
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: SEP Acquisition Corp. ('SEPA') filed Amendment No. 4 to its Form S-4; the preliminary proxy statement/prospectus inside is dated December 29, 2023. No explanatory note names the change. The special meeting will be held VIRTUALLY at an unspecified time 'a.m., CENTRAL Time' on a date left blank, accessible at https://www.cstproxy.com/sep-acquis/2023. The Agreement and Plan of Merger is dated August 23, 2023 among SEPA, SEP Acquisition Holdings Inc. (a wholly owned Nevada subsidiary) and SANUWAVE Health, Inc., whose name SEPA takes on closing. Why it matters: The meeting URL is published — https://www.cstproxy.com/sep-acquis/2023 — but the date and time are not, so a holder can find the platform but not the deadline. Note the meeting is stated in CENTRAL Time, not Eastern, which is unusual among these filings and matters for anyone converting a redemption cut-off. No registered share count appears in the extracted portion.
minimum cash condition, outside datenothing moved · 2 with no prior record of ours
- Minimum cash condition
- $12.0M · unchanged
- Outside date
- 2024-02-28 · unchanged
The clause …“is conditioned on, among other things, that as of the Closing, SEPA has at least $12,000,000 (“Minimum Cash Condition Amount”) resulting from (i) proceeds that have not been redeemed in the Redemption and (ii) proceeds of the PIPE”…
The clause …“to the Closing set forth in Article VI have not been satisfied or waived by February 28, 2024 (the “ Outside Date ”); (c) by written notice by either the Purchaser or the Company if a Governmental Authority of competent jurisdiction”…
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: SEP Acquisition Corp. ('SEPA') filed Amendment No. 3 to its Form S-4; the preliminary proxy statement/prospectus inside is dated December 21, 2023. No explanatory note names the change. The special meeting will be held virtually at an unspecified time 'a.m., Central Time' on a date left blank, accessible at https://www.cstproxy.com/sep-acquis/2023. The Agreement and Plan of Merger dated August 23, 2023 is among SEPA, SEP Acquisition Holdings Inc. (Nevada, 'Merger Sub') and SANUWAVE Health, Inc. (Nevada); Merger Sub merges into SANUWAVE and SEPA takes its name. Why it matters: The meeting platform is published but the date and time are blanks, so this version establishes no deadline. The meeting is stated in Central Time rather than Eastern. No registered share count appears in the extracted portion.
minimum cash condition, outside datenothing moved · 2 with no prior record of ours
- Minimum cash condition
- $12.0M · unchanged
- Outside date
- 2024-02-28 · unchanged
The clause …“is conditioned on, among other things, that as of the Closing, SEPA has at least $12,000,000 (“Minimum Cash Condition Amount”) resulting from (i) proceeds that have not been redeemed in the Redemption and (ii) proceeds of the PIPE”…
The clause …“to the Closing set forth in Article VI have not been satisfied or waived by February 28, 2024 (the “ Outside Date ”); (c) by written notice by either the Purchaser or the Company if a Governmental Authority of competent jurisdiction”…
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: SEP Acquisition Corp. ('SEPA') filed Amendment No. 2 to its Form S-4; the preliminary proxy statement/prospectus inside is dated December 8, 2023. No explanatory note names the change. The special meeting will be held virtually at an unspecified time 'a.m., Central Time' on a date left blank, accessible at https://www.cstproxy.com/sep-acquis/2023. The Agreement and Plan of Merger dated August 23, 2023 is among SEPA, SEP Acquisition Holdings Inc. (Nevada) and SANUWAVE Health, Inc. (Nevada), whose name SEPA takes on closing. Why it matters: The meeting platform is published but neither the date nor the time is, so this version establishes no deadline. The meeting is stated in Central Time rather than Eastern, which matters for anyone converting to a redemption cut-off. No registered share count appears in the extracted portion.
minimum cash condition, outside datenothing moved · 2 with no prior record of ours
- Minimum cash condition
- $12.0M · unchanged
- Outside date
- 2024-02-28 · unchanged
The clause …“is conditioned on, among other things, that as of the Closing, SEPA has at least $12,000,000 (“Minimum Cash Condition Amount”) resulting from (i) proceeds that have not been redeemed in the Redemption and (ii) proceeds of the PIPE”…
The clause …“to the Closing set forth in Article VI have not been satisfied or waived by February 28, 2024 (the “ Outside Date ”); (c) by written notice by either the Purchaser or the Company if a Governmental Authority of competent jurisdiction”…
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.
trust account, combination deadline, going-concern doubt +2nothing moved · 5 with no prior record of ours
- Trust account
- $185.0M · unchanged
- Combination deadline
- 2024-07-30 · unchanged
- Going-concern doubt
- stated · unchanged
- Sponsor loans outstanding
- $760K · unchanged
- Redeemable shares
- 1.30M · unchanged
The clause …“Stock. Prior the redemption of shares the fair value amount of Investments held in Trust Account was $ 185,001,686 , of which $ 161,957,835 was redeemed by shareholders and $ 575,087 was transferred to the Company’s operating bank”…
The clause …“Following approval of the Extension Proposal (defined below), the Company has until July 30, 2024 to complete a Business Combination (the "Combination Period"). If the Company is unable to complete a Business Combination within the”…
The clause …“negotiating and consummating the Business Combination. These conditions raise substantial doubt about the Company’s ability to continue as a going concern for a period of time within one year after the date that the unaudited condensed”…
The clause …“the promissory note. On December 21, 2022 and December 27, 2022 the Company borrowed an aggregate of $760,000 under the promissory note bringing the total drawdowns to $960,0000 as of December 31, 2022. The Sponsor Debt Conversion”…
The clause …“150,000,000 shares authorized; no shares issued and outstanding (excluding 1,304,259 shares subject to possible redemption at September 30, 2023 and December 31, 2022) — — Class B common stock, $ 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.
What changed: SEP Acquisition Corp. ('SEPA') filed Amendment No. 1 to its Form S-4; the preliminary proxy statement/prospectus inside is dated November 3, 2023. No explanatory note names the change. The special meeting will be held virtually at an unspecified time 'a.m., Central Time' on a date left blank, accessible at https://www.cstproxy.com/sep-acquis/2023 with a control number from Continental Stock Transfer & Trust Company. The Agreement and Plan of Merger dated August 23, 2023 is among SEPA, SEP Acquisition Holdings Inc. (Nevada) and SANUWAVE Health, Inc. (Nevada), attached as Annex A. Why it matters: The meeting URL is fixed from this first amendment onward and does not change across the later amendments of this registration statement, but the date and time never fill in through this series. The meeting is in Central Time. No registered share count appears in the extracted portion.
minimum cash condition, outside datenothing moved · 2 with no prior record of ours
- Minimum cash condition
- $12.0M · unchanged
- Outside date
- 2024-02-28 · unchanged
The clause …“is conditioned on, among other things, that as of the Closing, SEPA has at least $12,000,000 (“Minimum Cash Condition Amount”) resulting from (i) proceeds that have not been redeemed in the Redemption and (ii) proceeds of the PIPE”…
The clause …“to the Closing set forth in Article VI have not been satisfied or waived by February 28, 2024 (the “ Outside Date ”); (c) by written notice by either the Purchaser or the Company if a Governmental Authority of competent jurisdiction”…
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.