M&A - Broad Capital Acquisition Corp
Form Type: 10-K
Filing Date: 2025-04-15
Corporate Action: Acquisition
Type: Update
Accession Number: 000164117225004873
Filing Summary: Broad Capital Acquisition Corp filed a 10-K for the fiscal year ending December 31, 2024. The report outlines the company's ongoing focus on identifying and executing an initial business combination. It highlights their formation as a blank check company, and the pursuit of significant investment opportunities post-initial public offering. The company previously entered into an Openmarkets Merger Agreement on January 18, 2023, intending to merge and redomicile in Australia, which was subsequently terminated on February 12, 2025. As of April 15, 2025, the company had 2,990,897 shares of common stock outstanding. The management team emphasizes a strategy targeting scalable solutions in AI and aviation, and actively seeks businesses that can attain positive ESG impacts alongside financial returns.
Additional details:
Market Value Non Affiliates: 1184227
Common Stock Outstanding: 2990897
Preferred Stock Outstanding: 0
Form Type: DEFM14A
Filing Date: 2025-01-31
Corporate Action: Merger
Type: New
Accession Number: 000149315225004450
Filing Summary: Broad Capital Acquisition Corp is preparing for a special meeting on February 21, 2025, to address several proposals, primarily concerning a Business Combination Agreement with Openmarkets Group Pty Ltd and other parties. The significant aspects include the redomestication of Broad Capital Acquisition Corp to Australia, which involves a Redomestication Merger where Company Shares will convert into Purchaser Shares. Following this, the Company will undergo liquidation, transferring its assets and liabilities to the Purchaser. Shareholders will discuss various proposals, including approval of the Business Combination, governance changes, a stock incentive plan, and more. The aggregate acquisition price for the Business Combination is approximately $75 million. Proposals require majority approval, and shareholders are encouraged to vote and attend the virtual meeting. The Company is addressing a notice from Nasdaq regarding compliance with holder requirements and plans to engage an investment banker to assist in meeting listing standards. Stockholders have rights to redeem shares and vote on various proposals that will influence the structure and management of the merged entity.
Additional details:
Share Conversion: each issued and outstanding Company Share will convert into the right to receive one ordinary share of the Purchaser
Transactions Contained: includes redomestication, liquidation, Business Combination, issuance of Purchaser Shares
Acquisition Price: approximately $75,000,000
Stockholders Meeting Date: February 21, 2025
Record Date: January 21, 2025
Expected Mail Date: January 31, 2025
Form Type: DEF 14A
Filing Date: 2024-12-31
Corporate Action: Merger
Type: Update
Accession Number: 000149315224052609
Filing Summary: Broad Capital Acquisition Corp. is holding a special meeting of stockholders on January 13, 2024, to discuss several key proposals including the Extension Amendment Proposal and the Trust Amendment Proposal. The purpose of these proposals is to amend the company’s charter and trust agreement to extend the deadline for consummating a business combination with Openmarkets Group Pty Ltd to January 13, 2026, while also reducing the monthly extension costs. The company aims to mitigate the risk of being categorized as an unregistered investment company under SEC rules prior to completing the business combination. Stockholders will have the option to redeem their shares and the company has stated that should the proposals not be approved, it may be required to cease operations and liquidate. The proposals are seen as essential to secure the future of the company and complete the business combination successfully, avoiding forced liquidation if the extensions are not granted.
Additional details:
Meeting Date: 2024-01-13
Extension Date: 2026-01-13
Termination Date: 2025-01-13
Monthly Extension Loan: $40,000
Business Combination Party: Openmarkets Group Pty Ltd
Special Meeting Location: virtual
Form Type: PRER14A
Filing Date: 2024-12-27
Corporate Action: Merger
Type: New
Accession Number: 000149315224052309
Filing Summary: Broad Capital Acquisition Corp. has filed a preliminary proxy statement to solicit shareholder votes at a special meeting regarding proposed amendments to extend the deadline for a business combination involving Openmarkets Group Pty Ltd. The meeting, originally planned for January 10, 2024, will address three key proposals: the Extension Amendment Proposal aiming to extend the deadline from January 13, 2025, to January 13, 2026, and to reduce the monthly payment required for extensions; the Trust Amendment Proposal to modify the trust agreement and adjust the payment terms for any monthly extensions; and the Adjournment Proposal to permit further solicitation if necessary for passage of the first two proposals. Without approval, the company risks liquidation. The board recommends voting in favor of the proposals to ensure the continued pursuit of the merger and proper compliance with investment company regulations.
Additional details:
Meeting Date: [●]
Extension Proposal: Extension Amendment Proposal to extend deadline to January 13, 2026
Trust Proposal: Trust Amendment Proposal to lower monthly trust payment
Adjournment Proposal: Adjournment Proposal if insufficient votes for other proposals
Target Company: Openmarkets Group Pty Ltd
Initial Business Combination Date: January 13, 2025
Current Trust Payment: $60,000
Adjusted Trust Payment: $40,000 or $0.03 per non-redeemed share
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