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Bayview Acquisition Corp disclosed that it made a $50,000 cash deposit into its trust account on February 13, 2026. This payment extends the deadline to complete its initial business combination by one month, from February 19, 2026 to March 19, 2026.
The company notes this is the third extension out of up to six allowed under its Second Amended and Restated Articles of Association. The item is reported as the creation of a direct financial obligation or an off‑balance sheet obligation.
W. R. Berkley Corporation, through its subsidiary Berkley Insurance Company, reports beneficial ownership of 149,185 ordinary shares of Bayview Acquisition Corp, representing 5.4% of the class of ordinary shares with a par value of $0.0001 per share.
The filing states shared voting and shared dispositive power over all 149,185 shares, with no sole voting or dispositive power. The securities are certified as acquired and held in the ordinary course of business, not for the purpose of changing or influencing control of Bayview Acquisition Corp.
Bayview Acquisition Corp has amended its merger agreement and received a Nasdaq listing deficiency notice. The Third Amendment to the Merger Agreement extends the Outside Closing Date to June 15, 2026, giving more time to complete the proposed business combination with Oabay-related entities.
Separately, Nasdaq notified Bayview on January 16, 2026 that it is not in compliance with the Market Value of Publicly Held Shares requirement, which calls for a minimum MVPHS of $15.0 million. Bayview has 180 days, until July 15, 2026, to regain compliance by having its MVPHS close at or above $15.0 million for at least ten consecutive business days. The notice does not immediately affect trading, but failure to regain compliance could lead to delisting, subject to potential appeal.
Bayview Acquisition Corp reported that on September 18, 2025 it deposited $100,000 into its trust account to obtain a one-month extension to complete its initial business combination. This payment extends the deadline from September 19, 2025 to October 19, 2025.
The company notes that this is the fourth extension of up to six extensions permitted under its Second Amended and Restated Articles of Association, as amended. The payment creates a direct financial obligation tied to maintaining the SPAC’s ability to seek and close a qualifying business combination.
Bayview Acquisition Corp reported that Nasdaq has notified the company it is out of compliance with Nasdaq Listing Rule 5450(b)(2)(A), which requires a minimum Market Value of Listed Securities of $50.0 million. This is a deficiency notice only and does not immediately affect the trading or listing of its units, ordinary shares, or rights on the Nasdaq Global Market.
The company has 180 calendar days, until February 18, 2026, to regain compliance by maintaining a market value of listed securities of at least $50.0 million for ten consecutive business days. If it fails to do so, its securities may be subject to delisting, though the company would be able to appeal to a Nasdaq Hearing Panel. Bayview Acquisition Corp states that it intends to monitor its market value and consider available options to regain compliance.
Bayview Acquisition Corp Unit deposited $100,000 into its trust account to extend the period to consummate its initial business combination by one month, moving the deadline from August 19, 2025 to September 19, 2025. This Extension is the third of up to six extensions permitted under the Company’s Second Amended and Restated Articles of Association currently in effect. The filing discloses only the extension payment and the new one-month deadline; no other transaction details, target identity, or additional financing terms are provided.
Meteora Capital, LLC and Vik Mittal reported ownership of 335,000 shares of Bayview Acquisition Corp Class A common stock, representing 4.33% of the class. The filing states Meteora holds shared voting and dispositive power over all 335,000 shares and reports no sole voting or dispositive power. The report clarifies the shares are held by funds and managed accounts for which Meteora Capital acts as investment manager and that the holdings were acquired and are held in the ordinary course of business, not to change or influence control of the issuer.
Bayview Acquisition Corp (BAYAU) filed a 10-Q showing cash and investments held in trust of $19,188,028 at June 30, 2025 (down from $39,582,820 at 12/31/2024). The company raised $60,000,000 in its IPO (6,000,000 units at $10.00) plus $2,325,000 from private placement units. Significant redemptions reduced trust balances: 2,290,989 shares redeemed for ~$23,803,376 and 1,975,249 redeemed for ~$21,826,501. The company recorded a working capital deficit of $2,429,558, incurred extension deposits and promissory notes totaling $1,125,000 (with an additional $600,000 promissory note issued June 20, 2025), and paid extension fees to extend the combination deadline. Management discloses that these conditions raise substantial doubt about the company’s ability to continue as a going concern. Financial statement adjustments for the uncertainty are not included.
Bayview Acquisition Corp received a joint Schedule 13G/A disclosing that several First Trust entities hold small, non-controlling stakes in the company's Ordinary Shares (CUSIP 07323B100). As of June 30, 2025, First Trust Merger Arbitrage Fund (VARBX) reported ownership of 122,924 shares (1.59%), while First Trust Capital Management L.P., First Trust Capital Solutions L.P. and FTCS Sub GP LLC collectively reported 128,340 shares (1.66%). The filings state these shares are held in the ordinary course of business, with sole voting and dispositive power reported for the stated amounts and no shared voting or dispositive power. The filers affirm the positions were not acquired to influence control of the issuer.
Form 8-K Overview – Bayview Acquisition Corp (NASDAQ: BAYAU)
The SPAC filed an 8-K to disclose a short-term one-month extension of its deadline to close an initial business combination. On 20 June 2025 the company deposited $100,000 into its trust account, extending the deadline from 19 June 2025 to 19 July 2025. This is the first of up to six monthly extensions allowed under the company’s Second Amended & Restated Articles of Association.
To finance both the extension deposit and future working-capital needs, Bayview issued an unsecured, zero-interest promissory note for up to $600,000 to Oabay Inc. and its operating entity AsiaFactor(CN) Co., Ltd. Principal is payable only when Bayview consummates a business combination with the payees, indicating a potential alignment with a future target. No interest accrues, and the note represents a direct financial obligation and an off-balance-sheet arrangement under Item 2.03.
No other material financial metrics, earnings data or changes in control were disclosed. The filing signals that Bayview has not yet finalized a merger partner and will bear additional obligations if the combination process continues to be delayed.