SMIH SEC filings, in plain English

• 421 March 20230000899243-23-009240
• 421 March 20230000899243-23-009249
• 421 March 20230000899243-23-009253
• 421 March 20230000899243-23-009255
• 421 March 20230000899243-23-009251
• 421 March 20230000899243-23-009247
• 8-K16 March 20230001104659-23-033374
• 15-12G16 March 20230001104659-23-033376
• 25-NSE16 March 20230001354457-23-000187
• 8-K14 March 20230001104659-23-032354
• 42514 March 20230001104659-23-032357
• 42521 February 20230001104659-23-023534
• 8-K21 February 20230001104659-23-023533
• DEFA14A21 February 20230001104659-23-023538
• SC 13G/A15 February 20230001213900-23-011677
• SC 13G14 February 20230001076809-23-000149
• SC 13G13 February 20230001315863-23-000257
• 4258 February 20230001104659-23-012208
• DEFM14A8 February 20230001104659-23-012173

  What changed: Summit Healthcare Acquisition Corp. filed a proxy/prospectus for up to 30,045,800 shares, 16,750,000 warrants and 16,750,000 warrant shares of YishengBio Co., Ltd, to be renamed YS Biopharma, under a combination agreement dated September 29, 2022. Each Summit unit detaches into one Class A ordinary share and one half of a redeemable warrant. Forward purchase investors bought 3,000,000 Summit Class A shares plus 750,000 redeemable warrants exercisable at $11.50 for an aggregate $30,000,000 in a private placement concurrent with the IPO. Dissenting shares are paid fair value under Cayman law. Why it matters: The $30,000,000 forward purchase commitment is the structural support that keeps this deal fundable if public holders redeem heavily, because those investors bought in at the IPO and are not part of the redeeming class. Holders who roll in exchange a trust claim for equity in a Chinese vaccine developer, with 16.75 million warrants layered above the 30 million shares being registered. Cayman dissenters' rights under section 238 offer a fair-value alternative to redemption, a remedy most Delaware SPAC holders do not have.

• 8-K7 February 20230001193125-23-026921
• SC 13G/A2 February 20230001319244-23-000024
• SC 13G/A31 January 20230001011438-23-000025
• 8-K17 January 20230001193125-23-009396
• 10-Q14 November 20220001193125-22-284524
  What changed vs 2022-08-12trust $200.3M → $201.2M +0%
  trust account, combination deadline, going-concern doubt1 moved · 2 with no prior record of ours

  Trust account

  $200.3M→$201.2M

  SpacBrain reads this as $902,751 was added to the trust between the two filings.

  The clause …“expenses 218,545 141,677 Total current assets 288,642 1,026,875 Investments held in Trust Account 201,200,243 200,007,275 Total Assets $ 201,488,885 $ 201,034,150 Liabilities, Class A Ordinary Shares Subject to Possible Redemption and”…

  Combination deadline

  2023-06-11 · unchanged

  The clause …“will be available to it on commercially acceptable terms, if at all. We have until June 11, 2023 to consummate a business combination. It is uncertain that we will be able to consummate a business combination by such date. If a”…

  Going-concern doubt

  stated · unchanged

  The clause “14-15, “Disclosures of Uncertainties about an Entity’s Ability to Continue as a Going Concern,” the management has determined that the liquidity condition and mandatory liquidation, should a Business Combination not occur, and potential”…

  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.

• 8-K29 September 20220001104659-22-104148
• 42529 September 20220001104659-22-104163
• 42529 September 20220001104659-22-104150
• SC 13G23 August 20220001213900-22-050382
• 10-Q12 August 20220001193125-22-219422
  What changed vs 2022-05-13trust $200.0M → $200.3M +0%going concern APPEARED
  trust account, going-concern doubt, combination deadline2 moved · 1 with no prior record of ours

  Trust account

  $200.0M→$200.3M

  SpacBrain reads this as $270,077 was added to the trust between the two filings.

  The clause …“expenses 15,363 141,677 Total current assets 631,307 1,026,875 Investments held in Trust Account 200,297,492 200,007,275 Total Assets $ 200,928,799 $ 201,034,150 Liabilities, Class A Ordinary Shares Subject to Possible Redemption and”…

  Going-concern doubt

  not stated→stated

  SpacBrain reads this as the substantial-doubt sentence is in this filing and not in the previous one.

  The clause “14-15, “Disclosures of Uncertainties about an Entity’s Ability to Continue as a Going Concern,” management has determined that the liquidity condition and automatic liquidation, should a Business Combination not occur, and potential”…

  Combination deadline

  not previously extracted→2023-06-11

  The clause …“will be available to it on commercially acceptable terms, if at all. We have until June 11, 2023 to consummate a business combination. It is uncertain that we will be able to consummate a business combination by such date. If a”…

  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.

• 10-Q13 May 20220001193125-22-149273
  What changed vs 2021-11-22trust $200.0M → $200.0M +0%
  trust account1 moved

  Trust account

  $200.0M→$200.0M

  SpacBrain reads this as $24,366 was added to the trust between the two filings.

  The clause …“expenses 63,428 141,677 Total current assets 783,650 1,026,875 Investments held in Trust Account 200,027,415 200,007,275 Total Assets $ 200,811,065 $ 201,034,150 Liabilities, Class A Ordinary Shares Subject to Possible Redemption 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.

• 10-K31 March 20220001193125-22-091035
• SC 13G/A14 February 20220001011438-22-000135
• SC 13G/A11 February 20220001011438-22-000099
• SC 13G8 February 20220000950103-22-002142
• SC 13G/A31 January 20220001319244-22-000053
• 8-K22 November 20210001193125-21-335839
• 10-Q22 November 20210001193125-21-335901
  What changed vs 2021-08-16trust $200.0M → $200.0M +0%
  trust account, redeemable shares1 moved · 1 with no prior record of ours

  Trust account

  $200.0M→$200.0M

  SpacBrain reads this as $2,573 was added to the trust between the two filings.

  The clause “4 — Total current assets 1,296,841 — Deferred offering costs 91,374 Investments held in Trust Account 200,003,049 — Total Assets $ 201,299,890 $ 91,374 Liabilities, Class A ordinary shares subject to possible redemption and Shareholders’”…

  Redeemable shares

  798K→not matched in this filing

  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.

• NT 10-Q15 November 20210001193125-21-328768
• SC 13G26 August 20210001011438-21-000204
• 10-Q16 August 20210001193125-21-247700

The complete SMIH filing history on EDGAR