TSPQ SEC filings, in plain English
Everything TCW Special Purpose 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: TCW Special Purpose Acquisition Corp. called a completely virtual special meeting for December 15, 2022 at 11:30 a.m. Eastern to amend its charter and move the termination date forward from March 4, 2023, or June 4, 2023 had it signed a letter of intent or definitive agreement by March 4, 2023, to the later of December 15, 2022 and the effectiveness of a third amended and restated charter. It warns there is significant risk the 1% excise tax will apply to redemptions after December 31, 2022 and that this could reduce the per-share amount public stockholders receive. Why it matters: The company states the mechanism plainly: a redemption completed in 2023 could be taxed at 1% of the fair market value of the shares repurchased, and that cost would come out of what holders receive, so accelerating into December 2022 preserves value. Giving up the conditional extension to June 2023 confirms the board saw no letter of intent or definitive agreement within reach. If votes are insufficient the company will put only the adjournment proposal, so the wind-up depends on turnout as well as support.
- What changed vs 2022-08-15trust $464.7M → $465.5M +0%
trust account, combination deadline, going-concern doubt +21 moved · 4 with no prior record of ours
- Trust account
- $464.7M$465.5M
- Combination deadline
- 2023-03-04 · unchanged
- Going-concern doubt
- stated · unchanged
- Sponsor loans outstanding
- $173K · unchanged
- Redeemable shares
- 46.4M · unchanged
SpacBrain reads this as $873,350 was added to the trust between the two filings.
The clause …“477,402 708,946 Prepaid insurance - noncurrent — 95,357 Cash and Investments held in Trust Account 465,527,834 463,956,966 TOTAL ASSETS $ 466,005,236 $ 464,761,269 LIABILITIES AND STOCKHOLDERS’ DEFICIT Current liabilities: Accounts”…
The clause …“the Combination Period may have been extended ); and (iii) absent an initial business combination by March 4, 2023 (or June 4, 2023 if an Agreement in Principle Event has occurred, or such other date to which the end of the Combination”…
The clause “UDITED CONDENSED FINANCIAL STATEMENTS SEPTEMBER 30, 2022 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 accompanying”…
The clause “1 through the consummation of the Initial Public Offering on March 4, 2021. The outstanding balance under the Promissory Note of $172,558 was repaid on March 9, 2021. 15 TCW SPECIAL PURPOSE ACQUISITION CORP. NOTES TO UNAUDITED CONDENSED”…
The clause …“of September 30, 2022 and December 31, 2021; no shares outstanding (excluding 46,393,299 shares subject to possible redemption) as of September 30, 2022 and December 31, 2021 — — Class B common stock, $ 0.0001 par value; 20,000,000”…
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 2022-05-16trust $464.0M → $464.7M +0%sponsor loan $900K → $173K
trust account, sponsor loans outstanding, combination deadline +22 moved · 3 with no prior record of ours
- Trust account
- $464.0M$464.7M
- Sponsor loans outstanding
- $900K$173K
- Combination deadline
- 2023-03-04 · unchanged
- Going-concern doubt
- stated · unchanged
- Redeemable shares
- 46.4M · unchanged
SpacBrain reads this as $658,948 was added to the trust between the two filings.
The clause …“assets 624,826 708,946 Prepaid insurance - noncurrent — 95,357 Investments held in Trust Account 464,654,484 463,956,966 TOTAL ASSETS $ 465,279,310 $ 464,761,269 LIABILITIES AND STOCKHOLDERS’ DEFICIT Current liabilities: Accounts”…
SpacBrain reads this as $727,442 of sponsor debt has come off.
The clause “1 through the consummation of the Initial Public Offering on March 4, 2021. The outstanding balance under the Promissory Note of $ 172,558 was repaid on March 9, 2021. 15 TCW SPECIAL PURPOSE ACQUISITION CORP. NOTES TO UNAUDITED CONDENSED”…
The clause “3 if an agreement in principle event has occurred); and (iii) absent an initial business combination by March 4, 2023 (or June 4, 2023 if an agreement in principle event has occurred), our return of the funds held in the trust account to”…
The clause “O UNAUDITED CONDENSED FINANCIAL STATEMENTS JUNE 30, 2022 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 accompanying”…
The clause …“as of June 30, 2022 and December 31, 2021; no shares outstanding (excluding 46,393,299 shares subject to possible redemption) as of June 30, 2022 and December 31, 2021 — — 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 2021-11-19trust $463.9M → $464.0M +0%going concern APPEAREDsponsor loan $173K → $900K
trust account, going-concern doubt, sponsor loans outstanding +33 moved · 3 with no prior record of ours
- Trust account
- $463.9M$464.0M
- Going-concern doubt
- not statedstated
- Sponsor loans outstanding
- $173K$900K
- Redeemable shares
- not previously extracted46.4M
- Combination deadline
- 2023-03-04 · unchanged
- Mandate language
- we intend to target businesses larger than we could acquire …not matched in this filing
SpacBrain reads this as $46,664 was added to the trust between the two filings.
The clause …“assets 627,353 708,946 Prepaid insurance - noncurrent — 95,357 Investments held in Trust Account 463,995,536 463,956,966 TOTAL ASSETS $ 464,622,889 $ 464,761,269 LIABILITIES AND STOCKHOLDERS’ DEFICIT Current liabilities: Accounts”…
SpacBrain reads this as the substantial-doubt sentence is in this filing and not in the previous one.
The clause …“a Business Combination during the Combination Period. 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 accompanying”…
SpacBrain reads this as the sponsor has advanced $727,442 more.
The clause …“of $400,000, from the Working Capital Loan with TAMCO. To date there is $900,000 outstanding under the Working Capital Loan. 25 Contingent Warrants On July 12, 2021, our board of directors approved a contract to issue 100,000”…
The clause …“as of March 31, 2022 and December 31, 2021; no shares outstanding (excluding 46,393,299 shares subject to possible redemption) as of March 31, 2022 and December 31, 2021 — — Class B common stock, $ 0.0001 par value; 20,000,000 shares”…
The clause “3 if an agreement in principle event has occurred); and (iii) absent an initial business combination by March 4, 2023 (or June 4, 2023 if an agreement in principle event has occurred), our return of the funds held in the trust account to”…
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 2021-08-10trust $463.9M → $463.9M +0%
trust account, combination deadline, sponsor loans outstanding +11 moved · 3 with no prior record of ours
- Trust account
- $463.9M$463.9M
- Combination deadline
- 2023-03-04 · unchanged
- Sponsor loans outstanding
- $173K · unchanged
- Mandate language
- we intend to target businesses larger than we could acquire … · unchanged
SpacBrain reads this as $7,127 was added to the trust between the two filings.
The clause …“Total current assets 1,029,273 — Deferred offering costs — 80,390 Investments held in Trust Account 463,948,872 — Total assets $ 464,978,145 $ 80,390 LIABILITIES AND STOCKHOLDERS’ EQUITY/(DEFICIT) Current liabilities: Accounts payable $”…
The clause “TO UNAUDITED CONDENSED FINANCIAL STATEMENTS SEPTEMBER 30, 2021 The Company will have until March 4, 2023 to complete a Business Combination, which period can be extended to June 4, 2023 if an agreement in principle for a Business”…
The clause …“of June 30, 2021 or the completion of the Initial Public Offering. The outstanding balance under the Promissory Note of $ 172,558 was repaid on March 9, 2021. Related Party Loans In order to finance transaction costs in”…
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 2021-05-14trust $463.9M → $463.9M +0%
trust account, combination deadline, sponsor loans outstanding +11 moved · 3 with no prior record of ours
- Trust account
- $463.9M$463.9M
- Combination deadline
- 2023-03-04 · unchanged
- Sponsor loans outstanding
- $173K · unchanged
- Mandate language
- we intend to target businesses larger than we could acquire … · unchanged
SpacBrain reads this as $7,050 was added to the trust between the two filings.
The clause …“Total current assets 1,258,134 — Deferred offering costs — 80,390 Investments held in Trust Account 463,941,745 — Total assets $ 465,199,879 $ 80,390 LIABILITIES AND STOCKHOLDERS’ EQUITY Current liabilities: Accounts payable $ 69,335 $”…
The clause …“may have to consummate an initial Business Combination. The Company will have until March 4, 2023 to complete a Business Combination, which period can be extended to June 4, 2023 if an agreement in principle for a Business”…
The clause …“of June 30, 2021 or the completion of the Initial Public Offering. The outstanding balance under the Promissory Note of $ 172,558 was repaid on March 9, 2021. Related Party Loans In order to finance transaction costs in”…
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: Q1 2021 10-Q for TCW Special Purpose Acquisition Corp., a Delaware blank-check in Los Angeles that floated on 4 March 2021. At 31 March 2021 investments held in trust were $463,934,695, warrant liabilities $33,785,805 and deferred underwriting $16,237,655; 41,008,684 Class A shares are carried as redeemable at $410,086,840 against 5,384,615 non-redeemable and 12,937,500 Class B. The founder block reached 12,937,500 through three stock splits in three months - 1:1.20 in January, 1:1.33 in February and 1:1.125 in March - with up to 1,687,500 still subject to forfeiture. Why it matters: The trust note and the balance sheet disagree. Item 1 says the offering was 45,000,000 units and that $450,000,000 was placed in trust, while the trust holds $463,934,695 and the equity statement shows 46,393,299 Class A shares issued - the narrative was not updated after the partial over-allotment, exactly as it was not at Omnichannel in this sweep. The balance sheet is the reconcilable figure: 5,384,615 plus 41,008,684 equals 46,393,299, and the deferred fee is $0.35 on that count. Both trust figures are quoted with their dates and written to no column.
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.