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D. Boral ARC Acquisition I Corp. (BCAR) has scheduled an Extraordinary General Meeting of shareholders for July 29, 2026 at 10:00 a.m. Eastern Time to vote on its previously announced business combination with Exascale Labs Inc.
Shareholders of record as of July 6, 2026 may attend and vote, either in person at Loeb & Loeb LLP in New York or virtually via proxydocs.com/BCAR. If approved and closing conditions are satisfied or waived, the combined company is expected to operate as Exascale Labs Holdings Inc. with its shares trading on Nasdaq under the ticker “XLAB.”
D. Boral ARC Acquisition I Corp. files a proxy statement/prospectus for a Business Combination that contemplates issuance of up to 60,456,000 shares of Class A Ordinary Common Stock, 30,744,000 shares of Class B Super Common Stock and 14,100,000 warrants.
The filing describes a merger agreement to combine BCAR (to be domesticated into Delaware and renamed Exascale Labs Holdings Inc.) with Exascale Labs Inc., under which 50,000,000 shares of PubCo Common Stock are allocated as merger consideration among Exascale securityholders. The proxy/prospectus discloses that as of July 6, 2026 BCAR’s trust account held $290,025,825.19, estimates a per-share redemption value of approximately $10.36 for the meeting, and sets an Extraordinary General Meeting for July 29, 2026. The BCAR Board and Insiders (owning ~32.0%) recommend approval; closing remains subject to customary conditions including receipt of a minimum cash financing and Nasdaq conditional listing.
D. Boral ARC Acquisition I Corp. is seeking shareholder approval to complete a business combination with Exascale Labs Inc. under an Agreement and Plan of Merger dated January 11, 2026. The merger consideration contemplates 50,000,000 shares of PubCo common stock to be issued at closing.
The transaction contemplates a domestication of BCAR into Delaware, issuance of dual-class PubCo stock, and a Minimum Cash Financing condition requiring PubCo to receive at least $5,000,000 before closing. An Extraordinary General Meeting is scheduled for July 29, 2026 (Record Date: July 6, 2026), and BCAR estimates a per-share redemption price of approximately $10.36 based on trust account balances.
D. Boral ARC Merger Corporation filed a preliminary proxy statement/prospectus on Form S-4 dated July 1, 2026 to effect a business combination with Exascale Labs Inc. The proxy/prospectus solicits shareholder approvals for the Business Combination, domestication to Delaware, organizational documents, director elections, an equity incentive plan and Nasdaq listing actions.
The proposed transaction contemplates issuance of 50,000,000 shares of PubCo Common Stock as merger consideration and a prospectus for up to 60,456,000 PubCo Class A shares, 30,744,000 PubCo Class B shares and 14,100,000 warrants (for issuance). Completion is conditioned on customary closing items, including a Minimum Cash Financing of $5,000,000, Nasdaq conditional listing approval, and requisite shareholder votes.
Prospectus and proxy for proposed BCAR–Exascale Business Combination registering up to 60,456,000 PubCo Class A Ordinary Common Stock, 30,744,000 PubCo Class B Super Common Stock, and 14,100,000 warrants. The filing describes a merger in which 50,000,000 shares of PubCo Common Stock will be issued as Merger Consideration to Exascale securityholders upon closing.
The document summarizes ownership pro forma under varying public redemption scenarios, shows potential dilution and voting control split between Class A (one vote) and Class B (20 votes) shares, and discloses that PubCo must obtain at least $5,000,000 in Minimum Cash Financing as a closing condition. The proxy solicits votes for the Business Combination, Domestication Merger, organizational documents, director elections, equity plan, Nasdaq listing approval and related proposals, and discloses potential conflicts of interest and sponsor/private-unit economics.
D. Boral ARC Merger Corporation (BCAR) files a preliminary proxy statement/prospectus on Form S-4/A for a business combination to merge with Exascale Labs Inc., and a prospectus for up to 60,456,000 PubCo Class A Ordinary Common Stock, 30,744,000 PubCo Class B Super Common Stock and 14,100,000 warrants.
The Business Combination contemplates issuance of 50,000,000 shares of PubCo Common Stock as merger consideration, a Domestication Merger into Delaware, proposed corporate governance changes, an Equity Incentive Plan, and a condition that PubCo receive at least $5,000,000 of Minimum Cash Financing before closing. Insiders currently hold 13,200,000 BCAR shares (~32.0%).
Merus Global Investments, LLC reports beneficial ownership of 1,458,618 Class A ordinary shares of D. Boral ARC Acquisition I Corp. This equals 5.1% of the Class A shares based on 28,561,542 shares outstanding as of May 15, 2026, per the issuer's Form 10-Q. The filing states Merus holds sole voting power and sole dispositive power over all 1,458,618 shares. The filing is signed by Amrita M. Mahabaleswara as General Counsel and Head of Compliance on June 10, 2026.
D. Boral ARC Acquisition I Corp. furnished an 8-K reporting that Exascale Labs Inc. announced its CEO, Dr. Hoansoo Lee, will present at the Guosheng Securities SST Industry Forum on May 29, 2026 in Shanghai. The report reiterates the previously disclosed Agreement and Plan of Merger among BCAR, PubCo and Exascale and references the Form S-4 registration statement and proxy/prospectus being prepared in connection with the proposed business combination. The press release is furnished as Exhibit 99.1.
The filing includes customary forward-looking statements about the merger timing, listing under the ticker XLAB, and business risks; it cautions readers to review the Form S-4 and proxy/prospectus when available.