Venus Acquisition Corp
VENA · 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 from WiMi Hologram Cloud Inc., listed on Nasdaq in February 2021.
- What it's doing now
- It agreed to buy MicroAlgo Inc., a central processing algorithm services 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
- MicroAlgo Inc. — Inc.
- Industry
- Information Technology — central processing algorithm services
- Deal value
- not stated in the filings we hold
- 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
- 10 February 2021
- size not on file · 101.0% of each $10 unit into trust
- Headquarters
- 340 MADISON AVENUE,19TH FLOOR, NEW YORK, NY, 10173
- registered in the Cayman Islands
- Lead underwriter
- not extracted from the prospectus yet
- Key officers
- Shan Cui (Director) · Zhao Jie J (Director) · SU Xinmin (CEO)
- Listed securities
- VENA 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.
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
1 dated milestoneEvery 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.
- 10 February 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.
- closedInformation Technology
What MicroAlgo Inc. does — read from ir.microalgor.com on 26 August 2026
MicroAlgo Inc. is a Cayman Islands exempted company dedicated to the development and application of bespoke central processing algorithms. It provides comprehensive solutions by integrating these algorithms with software or hardware to help customers increase customer numbers, improve satisfaction, achieve cost savings, reduce power consumption, and meet technical goals. Services include algorithm optimization, accelerating computing power without hardware upgrades, lightweight data processing, and data intelligence services.
The score
deterministic, from filed fieldsVENA 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
Venus Acquisition Corp was a blank-check company whose common stock traded on the Nasdaq Stock Market under the ticker VENA. The company priced its initial public offering on February 10, 2021, under SEC file number 333-251507, registering shares sold for cash. It identified itself as a blank-check company in its 424B4 prospectus and was classified under SEC SIC industry code 7371. The company completed a business combination, as established by an 8-K filed December 16, 2022 reporting a change in shell company status, and no longer files; EDGAR now lists CIK 0001800392 under the name MicroAlgo Inc.
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.
A one-month extension is the shortest possible runway and signals a transaction closing on fumes — there is no margin if anything slips. VENA holders retain the redemption right at this vote, and the charter guarantees a full redemption within ten business days of any failure. With no extension deposit disclosed in the notice, holders who stay fund the delay without compensation.
At 85.84% of the combined company for the sellers and 63.32% voting power for a single Majority Shareholder, VENA public holders end up with a token stake and no governance rights — controlled-company status lets the board waive independence protections. The PRC regulatory background, including the termination of consulting services and the ICP licences, is a jurisdiction risk trust cash does not carry. Redemption avoids both.
The vehicle passes to a controlling shareholder rather than a dispersed target base: WiMi already holds 73% of VIYI's voting securities and will hold 63.32% of New Venus's voting power, making it a Nasdaq "controlled company" eligible for governance exemptions. The 85.84% assumes no redemptions, excludes shares underlying IPO warrants, and gives effect to rights converting into 482,500 ordinary shares. The fee table values the 39,603,961 shares at $10.10 for a proposed maximum of $400,000,000, with the $37,080.00 fee previously paid on the Form S-4 filed June 29, 2021.
This hands control of the listed vehicle to an existing listed parent. WiMi Hologram Cloud Inc. is the legal and beneficial owner of 73% of VIYI's issued and outstanding voting securities and will effectively control New Venus by holding 63.32% of the voting power; New Venus will therefore be a controlled company under Nasdaq listing rules. The 39,603,961 shares issued to VIYI shareholders are approximately 85.84% of the post-transaction shares; 30,297,031 of them are affiliate control securities subject to resale restrictions and a lock-up, and 2,500,000 are freely tradeable.
The Explanatory Note is unusually specific about resale, and that is the fact that matters here. Of the 39,603,961 shares issued to VIYI shareholders, 30,297,031 will be held by people deemed affiliates of the post-combination company, making them control securities subject to Securities Act resale restrictions and a lock-up, and only 2,500,000 are freely tradeable without restriction. So the free float created by this deal is a small fraction of the shares registered, and an 85.84% ownership figure describes voting control rather than tradeable stock.
The aggregate offering price is exactly $400,000,000 while the share count carries eight significant figures, so the count is the derived half of that pair. Venus estimates the redemption price at approximately $10.10 at the time of the extraordinary general meeting and states it has no maximum redemption threshold in its memorandum and articles of association. The backstop changed hands during the process: on January 19, 2022 WiMi Hologram Cloud Inc. replaced Ever Abundant Investments Limited as the PIPE investor and the backstop investment rose from US$10 million to US$15 million.
Show 6 more material filings
The share count and the aggregate do not sit together cleanly: 39,603,961 shares at the stated 10.10 does not produce exactly $400,000,000, so at least one of the two is rounded, and the filing does not say which. The footnote also gives no measurement date — it says only that the price is the average of the high and low prices of the units, shares, warrants and rights of Venus Acquisition Corp on the Nasdaq Capital Market — so the figure cannot be tied to a trading day from this document.
The explanatory note states that the 39,603,961 shares to be issued to VIYI's shareholders equal approximately 85.84% of the post transaction ordinary shares, so the target's holders take the overwhelming majority of the vehicle and a non-redeeming public holder is left with a small slice. The price carries a gap worth noting: the footnote says the 10.10 is the average of the high and low prices of the units, shares, warrants and rights of Venus Acquisition Corp on the Nasdaq Capital Market, but names no measurement date, so it cannot be tied to a trading day from this document.
The 85.84% is the number that matters here: the target's shareholders end up with the overwhelming majority of the vehicle, so a public holder who does not redeem is left with a small share of a company whose economics are VIYI's. The fee-table price carries a defect worth noting — the footnote says it is the average of the high and low prices of the units, shares, warrants and rights of Venus Acquisition Corp on the Nasdaq Capital Market, but names no measurement date, so the 10.10 cannot be tied to a trading day from this document.
85.84% to one target's shareholders leaves Venus's own holders with a small remainder, and the resale profile is tight: of the 39,603,961 shares issued, 30,297,031 will be held by persons deemed affiliates of the combined company and are therefore control securities subject to resale restrictions and a lock-up, while only 2,500,000 are freely tradeable free of any lock-up. The fee table's $400,000,000 aggregate is a round number priced at 10.10, itself described as a blended average of Venus's units, shares, warrants and rights.
The target's shareholders take about 85.84% of the combined company, so a non-redeeming Venus holder is left with a small minority of a business they did not previously own. Of the shares issued, 30,297,031 will be held by persons deemed affiliates of the post-combination company and are therefore control securities subject to resale restrictions under the Securities Act and to a lock-up; the remainder are stated to be freely transferable. The registration price is an average of Venus's units, shares, warrants and rights on the Nasdaq Capital Market.
The explanatory note states the outcome plainly: the 39,603,961 shares issued to VIYI's shareholders equal approximately 85.84% of Venus's post-transaction ordinary shares outstanding, so the SPAC's own holders are left with a small minority before any redemptions. The number of shares that will be held by affiliates, and therefore covered by the resale prospectus rather than freely transferable, is left blank. The $10.10 price is an average taken across Venus's units, shares, warrants and rights on the Nasdaq Capital Market.
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.
WiMi Hologram Cloud Inc.named as sponsor in this SPAC’s filings — but with no researched track record behind it yet.
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 · 101.0% of the $10 unit
from 424B4 0001213900-21-007962
Trading & liquidity
Company profile
Directors & officers
- Shan CuiDirector
- Zhao Jie JDirector
- SU XinminCEO
- KANG WengangDirector
- Liu ShiwenCOO
- HE LiCFO
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
11 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.
- WiMi Hologram Cloud Inc.with 1 other reporting person on the same schedule61.9% · SC 13D/AJan 10, 2024 stale
- Yanming Liuwith 1 other reporting person on the same schedule22.7% · SC 13DMar 2, 2021 stale
- Guosheng Holdings Ltd9.0% · SC 13DJan 5, 2023 stale
- MIDI Capital Markets,LLC9.0% · SC 13DJan 5, 2023 stale
- MIZUHO FINANCIAL GROUP INC8.0% · SC 13GFeb 14, 2022 stale
- Milestone Investments Ltd6.3% · SC 13DJan 5, 2023 stale
- JOYOUS JD Ltd5.1% · SC 13GJan 10, 2023 stale
- Karpus Management, Inc.3.8% · SC 13G/AJul 8, 2022 stale
- Otsuka Masaya0.0% · SC 13G/AOct 7, 2024 stale
- Weiss Asset Management LPwith 2 other reporting persons on the same schedule0.0% · SC 13G/AFeb 6, 2023 stale
- Feis Lawrence Michaelwith 1 other reporting person on the same schedule0.0% · SC 13G/ADec 9, 2022 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
32 full SEC filing texts archived — searchable, never lost.
- Vault note — VENA (Venus Acquisition Corp)
vault-note · /vault/tickers/VENA
- Vault deal note — MicroAlgo Inc. (VENA)
vault-note · /vault/deals/microalgo-inc
- Microalgo.INC News and Press Releases | PR Newswire
news · prnewswire.com
- MicroAlgo (MLGO) Stock News & Updates | StockTitan
news · stocktitan.net
- Ihre Datenschutzeinstellungen
news · consent.yahoo.com
- Information presentation| MicroAlgo Inc.
company-site · ir.microalgor.com
- Corporate Governance| MicroAlgo Inc.
company-site · ir.microalgor.com
- Company Overview | MicroAlgo Inc.
company-site · ir.microalgor.com
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 trail4 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 7371 (Services-Computer Programming Services). The screen found it by filing SHAPE instead — S-1 2020-12-18 → 8-A12B 2021-02-08 → 424B4 2021-02-10 — which nothing rewrites. Admission rule: src/lib/universe-admit.ts. SIC 7371 + self-described blank check in 424B4 0001213900-21-007962; 424B 0001213900-21-007962 priced 2021-02-10 under S-1 0001213900-20-043549 (file 333-251507, an offering for cash); common ticker VENA off 10-Q 0001829126-22-019444 (2022-11-21); lifecycle EXITED. The pricing prospectus was filed under SEC file number 333-251507, which belongs to S-1 0001213900-20-043549 (2020-12-18) — 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 2021-02-10). Ending PROVEN, not inferred: CLOSED per 8-K 0001829126-22-020336 (2022-12-16) — 8-K item 5.06 "Change in Shell Company Status" (EDGAR item index, items: 1.01,2.01,3.01,3.02,5.01,5.02,5.03,5.06,7.01,9.01). EDGAR now files this CIK as "MicroAlgo Inc." — the SPAC's own name is kept here and the successor is the target. 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.
sponsor "WiMi Hologram Cloud Inc." (SEC CIK 0001770088) sourced from Form 3 reportingOwner (10% owner) acc 0001829126-23-000105.
[CLOSED-RENAME] EDGAR CIK 0001800392 records "Venus Acquisition Corp" ending 2022-12-12; the registrant continues as "MicroAlgo Inc.". The rename is the SEC's own record of what the vehicle became, keyed by CIK. Closed 2022-12-12. No deal value is set — a rename says what was acquired, never for how much. No date column is set: Deal has announcedAt, voteDate and expectedCloseAt and nowhere to record an actual close, so the SEC's date is kept here until that column exists.
OTHER -> AI, on S-4/A 0001829126-22-014015: "Venus’ Board of Directors, in consultation with VIYI, has determined that the new proposed name “MicroAlgo Inc.” more properly conveys and ref"