Blue Acquisition Corp. filings document the formal disclosure record of a Cayman Islands blank-check company. Its SEC reports cover material events, material agreements, shareholder voting matters, governance disclosures, and capital-structure subjects associated with its SPAC mandate.
The filings identify the company’s Nasdaq-listed Class A ordinary shares, units, and rights, including rights that convert into a fractional Class A ordinary share upon completion of an initial business combination. The record also includes emerging growth company status and security-structure disclosures relevant to the issuer’s public-company reporting.
Blue Acquisition Corp., a SPAC, reported a Q1 2026 net income of $1.1 million, mainly from $1.8 million of interest on the $207.5 million held in its Trust Account, which equates to about $10.31 per public share.
Operating expenses were $698,884, producing an operating loss as the company continues pursuing its initial business combination with Blockfusion. Cash outside the trust was $358,534 with a working capital deficit of $1.1 million, and management disclosed substantial doubt about the company’s ability to continue as a going concern absent a deal before March 16, 2027.
The filing also notes amendments to the Blockfusion merger agreement, including increasing the post-closing incentive equity plan to 12% of Pubco common stock outstanding immediately after closing and extending the transaction’s outside date.
Blue Acquisition Corp. amended its Business Combination Agreement with Blockfusion and Pubco to increase the post-Closing incentive plan from 8% to 12% of Pubco common stock issued and outstanding immediately after Closing, revise listing exchange requirements for Pubco Class A common stock, and extend the Outside Date. The Second Amendment was executed on May 6, 2026. The parties filed a Registration Statement on Form S-4 (including a preliminary proxy statement/prospectus) and will mail a definitive proxy/prospectus to Blue shareholders for a vote on the Business Combination.
Blue Acquisition Corp. amended its planned merger agreement with Blockfusion and Pubco through a Second Amendment to the Business Combination Agreement. The amendment increases the post-closing equity incentive plan from 8% to 12% of Pubco common shares outstanding after closing, giving more stock-based compensation capacity. It also revises the listing exchange requirements for Pubco Class A common stock and extends the agreement’s Outside Date, providing additional time to complete the Business Combination under updated listing conditions.
Blue Acquisition Corp. amended its Business Combination Agreement on March 19, 2026 to increase the post-closing incentive pool to 8% of Pubco common stock and expand the Post-Closing Pubco Board from seven to nine members. The amendment modifies the previously filed BCA dated November 19, 2025, and otherwise leaves the agreement in full force and effect. Pubco and Blue filed a Registration Statement on Form S-4 that includes a proxy statement/prospectus for Blue’s shareholder vote on the Business Combination; definitive materials will be mailed to shareholders when available.
Blue Acquisition Corp. updated its planned merger with Blockfusion by signing a First Amendment to their Business Combination Agreement. The amendment raises Pubco’s post-closing equity incentive plan from 5% to 8% of Pubco common stock outstanding after closing, increasing the pool of shares available for employee and management incentives. It also expands the planned Pubco board from 7 to 9 directors, allowing for additional representation once the combined company is public. All other terms of the original agreement remain in effect.
Sona Asset Managers and affiliated entities report shared beneficial ownership of 3,342,359 Class A Ordinary Shares of Blue Acquisition Corp., representing 16% of the Class A shares based on February 19, 2026.
The filing (Schedule 13G/A) states the shares are held by investment funds managed by Sona Asset Management (US) LLC and Sona Asset Management (UK) LLP, with Sona intermediate companies and John Aylward deemed beneficial owners through ownership and control. The cover page shows shared voting and dispositive power of 3,342,359 for each reporting person.
Blue Acquisition Corp. is a Cayman Islands-based blank check company formed in 2025 to complete a business combination, with flexibility to target any industry. It completed an IPO of 20,125,000 units at $10.00 each, raising gross proceeds of $201,250,000, plus a private placement of 592,250 units for $5,922,500, and placed $201,250,000 in a trust account.
The company must close an initial business combination by March 16, 2027, or earlier if the board opts to liquidate, with public shareholders entitled to redeem at a trust-based price that was about $10.21 per share as of December 31, 2025. It has signed a Business Combination Agreement with Blockfusion, under which Blockfusion and the SPAC would merge into a new publicly traded "Pubco" and Blockfusion security holders would receive Pubco stock valued at an aggregate $450,000,000, subject to customary closing conditions, redemptions and at least $75,000,000 of available cash including transaction financing.
Sponsor and insiders bought founder shares at a nominal price and hold anti-dilution rights that target roughly 26% of ordinary shares on an as-converted basis at business combination, so public holders face potential dilution from founder shares, private placement rights, working capital loans and any additional equity or financing used to close the Blockfusion transaction or another deal.
Blue Acquisition Corp. (BACC) received a Schedule 13G filing showing that Sona Asset Management entities and John Aylward collectively report beneficial ownership of 1,960,185 Class A Ordinary Shares, or 9.4% of the class.
These shares are held by investment funds managed by Sona Asset Management (US) LLC and Sona Asset Management (UK) LLP, with control cascading through Sona Asset Management Limited, Sona Asset Management Cayman Limited, and ultimately to John Aylward. The ownership percentage is based on 20,892,250 Class A Ordinary Shares outstanding as of November 12, 2025. The filing states that the securities were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing control of the company.
Blue Acquisition Corp. received a Schedule 13G reporting that investment funds managed by LMR entities beneficially own 1,550,000 Class A ordinary shares, about 7.4% of the class as of December 31, 2025.
The stake is held through LMR Multi-Strategy Master Fund Limited with 1,175,000 shares and LMR CCSA Master Fund Ltd with 375,000 shares. LMR Investment Managers, along with Ben Levine and Stefan Renold, share voting and dispositive power over these shares.
The filing states the securities were acquired and are held in the ordinary course of business, not for the purpose of changing or influencing control of Blue Acquisition Corp.
Westchester Capital Management, Virtus Investment Advisers, The Merger Fund and Westchester Capital Partners filed an amended Schedule 13G to report their ownership of Blue Acquisition Corp. Class A ordinary shares. Westchester Capital Management reports beneficial ownership of 369,585 shares, or 1.77% of the class, based on 20,892,250 shares outstanding as of November 12, 2025.
Virtus Investment Advisers reports 346,437 shares (1.66%), The Merger Fund reports 333,457 shares (1.60%), and Westchester Capital Partners reports 1,157 shares (about 0.01%). The filers certify that the securities were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing control of Blue Acquisition Corp.