Welcome to our dedicated page for Calisa Acquisition SEC filings (Ticker: ALIS), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Calisa Acquisition Corp filings document the reporting profile of a SPAC issuer, including material-event reports, security-structure disclosures, governance matters, shareholder voting topics, and capital-structure updates. The company's public-company records describe its Cayman Islands organization, blank-check purpose, Nasdaq-listed ordinary shares, rights and unit structure, and disclosures associated with an initial business combination.
Form 8-K disclosures also cover material agreements, operating and financial results, risk factors, and listing-compliance matters, including Nasdaq continued-listing standards for the company's ordinary shares. These filings frame ALIS as a blank-check issuer whose formal disclosures center on its securities, governance, public listing status, and business-combination process.
Calisa Acquisition Corp, a Cayman Islands-based blank check company, reports that on July 16, 2026, its proposed merger partner GoodVision AI Inc. issued a press release announcing the establishment of GoodVision’s first next-generation AI Factory in Japan. Calisa and GoodVision are party to a Business Combination Agreement covering a proposed transaction that would create a combined company, and extensive risk and “forward-looking statements” disclosures emphasize that the merger may not be completed and that actual results could differ materially from expectations. Investors are directed to review a Registration Statement that includes a Proxy Statement/Prospectus and other SEC filings for detailed information about GoodVision, Calisa, the proposed business combination, related risks, and the forthcoming shareholder vote.
Calisa Acquisition Corp reported that GoodVision AI, its proposed business combination partner, plans to develop a network of high-performance AI infrastructure in Japan through a strategic cooperation with AI Storm Co., Ltd. The flagship "AI Factory" in Fukushima targets an initial 2 MW liquid-cooled deployment, including 72 NVIDIA B300 servers and more than 500 GPUs, expected to be operational within three months.
The roadmap contemplates scaling to 20 MW of installed capacity in Japan within 12 months and a planned total of 100 MW within three years, supported by more than 50 reserved sites across Tokyo and surrounding areas. GoodVision has a Business Combination Agreement with Calisa Acquisition Corp, and the parties intend to consummate the transaction in the second half of 2026. The disclosure is furnished under a Regulation FD item, includes extensive forward-looking statement cautions, and directs investors to review a Registration Statement and proxy statement/prospectus when available.
Calisa Acquisition Corp ("ALIS") is registering up to 27,152,749 Surviving PubCo Ordinary Shares in connection with its proposed merger with Goodvision AI Inc., which will make Goodvision a wholly owned subsidiary of the renamed Goodvision AI Holding Limited. Goodvision shareholders are to receive 18,000,000 Surviving PubCo Ordinary Shares (16,500,000 Class A and 1,500,000 Class B), plus up to 3,600,000 additional Earnout Shares if specified performance conditions are met. SPAC shareholders will vote on approving the business combination, a name change, Nasdaq share issuance, new governing documents establishing a dual-class structure, and a 2026 equity incentive plan.
A separate subscription agreement provides for 100,000 Class A shares at $10.00 per share (about $1.0 million) and Goodvision has issued a $1.0 million 6% convertible note, both contingent on closing. Pro forma, Surviving PubCo expects SPAC public shareholders to own about 24.40% and Goodvision securityholders about 66.54% of ordinary shares, assuming no redemptions. Through high-vote Class B shares (40 votes per share), entities controlled by CEO Yi Wang are expected to hold 77.55%–82.54% of total voting power, qualifying Surviving PubCo as a controlled company under Nasdaq rules. The SPAC seeks to secure up to $5 million of additional private financing but currently has no firm commitments, and highlights regulatory risks linked to certain sponsors’ and officers’ ties to China despite having no PRC operations.
Calisa Acquisition Corp reports that GoodVision AI Inc., its proposed merger partner under an existing Business Combination Agreement, issued a press release on July 8, 2026 announcing that GoodVision joined the NVIDIA Connect program. The press release is furnished as Exhibit 99.1 under a Regulation FD disclosure item.
The report emphasizes that information about the proposed business combination and related forward-looking statements is subject to significant risks and uncertainties, and directs shareholders to review a Registration Statement containing a Proxy Statement/Prospectus filed with the SEC for details on the transaction and associated risk factors before making any voting or investment decisions.
Calisa Acquisition Corp, a SPAC listed on Nasdaq, reported that its proposed merger partner GoodVision AI Inc. has joined the NVIDIA Connect program. This gives GoodVision AI access to NVIDIA compute platforms, software and technical resources to refine its AI inference platform, particularly its Smart Routing Engine and deployment of immersion-cooled AI Factories.
GoodVision AI states that in its own deployments, the Smart Routing Engine has reduced AI inference costs by roughly 60%, cut network latency by about 50%, and improved gross margin on the related business by around 50%. The disclosure reiterates that the Calisa–GoodVision business combination remains subject to completion of a Registration Statement on Form S-4, shareholder approvals, and other customary conditions, and includes extensive forward‑looking statement and no‑offer disclaimers.
Calisa Acquisition Corp (ALIS) seeks shareholder approval to complete a business combination with Goodvision AI Inc., effect a name change to Goodvision AI Holding Limited, and adopt new governance and equity arrangements. The proposed transaction would issue 18,000,000 Surviving PubCo Ordinary Shares as Exchange Share Consideration and up to 3,600,000 additional Earnout Shares upon earnout conditions, and contemplates offering up to 27,152,749 Surviving PubCo Ordinary Shares assuming no redemptions.
The merger structure calls for Merger Sub to merge into Goodvision at the Effective Time, making Goodvision a wholly owned subsidiary of the combined company. The parties intend $1.0 million of committed private subscription (100,000 Class A shares at $10.00 each) and a $1.0 million convertible promissory note carrying 6% interest convertible at $10.00 per share subject to VWAP conversion conditions. Post-closing pro forma ownership examples show Goodvision securityholders controlling the majority of economic interest and certain founder-related entities controlling a supermajority of voting power.
Calisa Acquisition Corp ("ALIS") is proposing a business combination with Goodvision AI Inc. The transaction would issue Exchange Share Consideration of 18,000,000 Surviving PubCo Ordinary Shares plus up to 3,600,000 Earnout Shares upon earnout satisfaction. Surviving PubCo would offer up to 27,152,749 Ordinary Shares assuming no redemptions.
The parties intend to obtain $5 million of financing but have no commitments. Contingent private financings described include a 100,000-share Subscription at $10.00 per share (~$1,000,000) and a $1,000,000 convertible note at 6% interest. Upon closing, entities controlled by the CEO will hold majority voting control (approx. 77.55% voting power assuming no redemptions).
Calisa Acquisition Corp, a blank check company, reported a modest net loss of $53,287 for the quarter ended March 31, 2026. The loss was driven by $588,017 of formation and operating costs, partly offset by $534,730 of interest earned on the $60,960,574 held in its Trust Account.
Cash outside the Trust Account was $259,885, available to fund operating needs while Calisa pursues its initial business combination. Management disclosed that mandatory liquidation by April 23, 2027 if no deal is completed raises substantial doubt about the company’s ability to continue as a going concern.
On March 6, 2026, Calisa entered into a Business Combination Agreement with Goodvision AI Inc. Under this deal, Goodvision shareholders will receive 18,000,000 Calisa ordinary shares in total (allocated on a fully diluted basis), plus up to 3,600,000 additional earnout shares tied to ambitious revenue targets and future share price performance.
Barclays PLC reports beneficial ownership of 629,321 shares (7.46%) of Calisa Acquisition Corp common stock. The filing lists 283,449 shares as sole voting and dispositive power and 345,872 as shared voting and dispositive power. The schedule is signed by a director on 05/14/2026.
Calisa Acquisition Corp agreed to a $1.0 million private subscription to fund its planned merger with Goodvision AI. On April 30, 2026 the company entered a Subscription Agreement to issue 100,000 Class A ordinary shares at $10.00 per share to an accredited investor; closing is contingent upon the substantially concurrent consummation of the Merger and accuracy of Goodvision's representations. The investor will receive registration rights under a Registration Rights Agreement.