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Tenth byNordic (OTC: BYNO) SPAC extension pushes deal deadline to June 12

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Rhea-AI Filing Summary

byNordic Acquisition Corporation reported that on May 7, 2026 it deposited $17,470 into its Trust Account, extending the deadline to complete its initial business combination from May 12, 2026 to June 12, 2026.

This is the tenth of up to twelve one-month extensions allowed under an August 8, 2025 charter amendment, which permits monthly extensions at the board’s discretion up to August 12, 2026 or until a business combination closes. The SPAC continues to target high‑technology growth companies based in Northern Europe.

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Negative

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Item 8.01 Other Events Other
Voluntary disclosure of events the company deems important to shareholders but not covered by other items.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Trust deposit for extension $17,470 Cash deposited into Trust Account on May 7, 2026 to extend deadline
New business combination deadline June 12, 2026 Extended from May 12, 2026 by one month
Maximum outside termination date August 12, 2026 Latest date permitted for extensions under August 8, 2025 charter amendment
Number of extensions used Tenth of up to twelve One-month extensions allowed under amended certificate of incorporation
Warrant exercise price $11.50 per share Each redeemable warrant exercisable for one share of Class A common stock
Class A par value $0.0001 per share Par value of BYNO Class A common stock
Trust Account financial
"deposited into the Company’s trust account (the “Trust Account”), an aggregate of $17,470"
A trust account is a special bank or brokerage account where assets are held and managed by a designated person or firm (the trustee) for the benefit of another person or group (the beneficiary). It matters to investors because it separates assets from personal or corporate funds, can protect assets, control how and when money is used, and may affect tax or legal rights—think of it as a locked drawer opened only under agreed rules.
special purpose acquisition company financial
"byNordic Acquisition Corporation (“BYNO” or the “Company”), a special purpose acquisition company, announced today"
A special purpose acquisition company (SPAC) is a company formed with the sole purpose of raising money through a public offering to buy or merge with an existing private business. It acts like a vehicle that allows private companies to go public more quickly and with less complexity. For investors, it offers an opportunity to invest early in a potential acquisition, though it also carries risks if the intended deal doesn’t materialize.
business combination financial
"extend the period of time the Company has to complete a business combination for an additional one (1) month"
A business combination happens when two or more companies join together to operate as one, like two friends merging their teams into a single group. This is important because it can change how companies grow, compete, and make money, often making them bigger and more powerful in the market.
Amended and Restated Certificate of Incorporation regulatory
"permitted under the August 8, 2025 amendment to the Company’s Amended and Restated Certificate of Incorporation"
A company’s amended and restated certificate of incorporation is an updated version of its foundational legal charter that replaces the older document and folds in all changes into one clear copy; it spells out corporate structure, classes of stock, shareholder rights and key governance rules. Investors care because it can change who controls the company, how votes are counted, what claims shareholders have on assets or dividends, and can introduce or remove protections against takeovers—like updating a house title after a major renovation to show who owns what and under what rules.
forward-looking statements regulatory
"This press release may include, and oral statements made from time to time by representatives of the Company may include, “forward-looking statements”"
Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.
Understanding 8-K Material Events →
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

 

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): May 7, 2026

 

BYNORDIC ACQUISITION CORPORATION

(Exact name of registrant as specified in its charter)

 

Delaware   001-41273   85-4529780
(State or other jurisdiction of
incorporation or organization)		   (Commission File Number)   (IRS Employer
Identification No.)

 

501 Silverside Road # 1001    
Wilmington, DE   19809
(Address of principal executive offices)   (Zip Code)

 

Registrant’s telephone number, including area code: +46 707 29 41 00

 

Not Applicable

(Former name or former address, if changed since last report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class   Trading Symbol(s)   Name of each exchange on which registered
Units, each consisting of one share of Class A common stock, par value $0.0001, and one-half of one redeemable warrant   BYNOU   OTC Pink Limited Market
Class A common stock, par value $0.0001 per share   BYNO   OTC Pink Limited Market
Redeemable warrants, each whole warrant exercisable for one share of Class A common stock at an exercise price of $11.50 per share   BYNOW   OTC Pink Limited Market

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.

 

Emerging growth company ☒

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 

 

 

 

 

Item 8.01 Other Events.

 

Extension of Business Combination Period to June 12, 2026

 

As previously disclosed, on August 6, 2025, BYNO held an annual meeting of stockholders to consider, among other things, proposals to amend BYNO’s amended and restated certificate of incorporation in order to extend the time BYNO has to complete its initial business combination from August 12, 2025 to August 12, 2026, or such earlier date as determined by the Company’s board of directors (the “Board”), in its sole discretion, and to allow BYNO, without another stockholder vote, to elect to extend the termination date by one additional month, for a total of twelve additional months, until August 12, 2026, unless the closing of BYNO’s initial business combination shall have occurred prior thereto.

 

On May 7, 2026, the Company funded the extension that had previously been approved by the Board by depositing $17,470 into the Trust Account, thereby extending the time available to the Company to consummate its initial business combination from May 12, 2026 to June 12, 2026.

 

BYNO issued the press release distributed herewith on May 8, 2026. The materials attached as Exhibit 99.1 are incorporated by reference herein.

 

Forward-Looking Statements

 

This Current Report on Form 8-K includes “forward-looking statements” within the meaning of the safe harbor provisions of the United States Private Securities Litigation Reform Act of 1995. Certain of these forward-looking statements can be identified by the use of words such as “believes,” “expects,” “intends,” “plans,” “estimates,” “assumes,” “may,” “should,” “will,” “seeks,” or other similar expressions. Such statements may include, but are not limited to, the Company’s cash position and cash held in the Trust Account and any proposed remediation measures with respect to identified material weaknesses. These statements are based on current expectations on the date of this Current Report on Form 8-K and involve a number of risks and uncertainties that may cause actual results to differ significantly. The Company does not assume any obligation to update or revise any such forward-looking statements, whether as the result of new developments or otherwise. Readers are cautioned not to put undue reliance on forward-looking statements.

 

Item 9.01. Financial Statements and Exhibits.

 

Exhibit No.   Description
99.1   Press Release
104   Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document.

 

1

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

Dated: May 8, 2026 BYNORDIC ACQUISITION CORPORATION
   
  By: /s/ Thomas Fairfield
  Name: Thomas Fairfield
  Title: Chief Financial Officer

 

2

Exhibit 99.1

 

byNordic Acquisition Corporation Announces Extension of Deadline to Complete Business Combination

 

New York, NY, May 8, 2026 (GLOBE NEWSWIRE) -- byNordic Acquisition Corporation (“BYNO” or the “Company”), a special purpose acquisition company, announced today that the Company has timely deposited into the Company’s trust account (the “Trust Account”), an aggregate of $17,470, in order to extend the period of time the Company has to complete a business combination for an additional one (1) month period, from May 12, 2026 to June 12, 2026 (the “Extension”). The Extension is the tenth of up to twelve (12) one-month extensions permitted under the August 8, 2025 amendment to the Company’s Amended and Restated Certificate of Incorporation that allows the Company’s board of directors, in its sole discretion and without another stockholder vote, to elect to extend the termination date by one additional month each time up until August 12, 2026, or the closing of the Company’s initial business combination.

 

About byNordic Acquisition Corporation

 

byNordic Acquisition Corporation, led by Chief Executive Officer Michael Hermansson, is a special purpose acquisition company formed with the purpose of entering into a business combination with one or more businesses. While the Company may pursue an initial business combination with a company in any sector or geography, it intends to focus its search on high technology growth companies based in the northern part of Europe.

 

Forward Looking Statements

 

This press release may include, and oral statements made from time to time by representatives of the Company may include, “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Statements regarding possible business combinations and the financing thereof, and related matters, as well as all other statements other than statements of historical fact included in this press release are forward-looking statements. When used in this press release, words such as “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “might,” “plan,” “possible,” “potential,” “predict,” “project,” “should,” “would” and similar expressions, as they relate to us or our management team, identify forward-looking statements. Such forward-looking statements are based on the beliefs of management, as well as assumptions made by, and information currently available to, the Company’s management. Actual results could differ materially from those contemplated by the forward-looking statements as a result of certain factors detailed in the Company’s filings with the Securities and Exchange Commission. All subsequent written or oral forward-looking statements attributable to us or persons acting on our behalf are qualified in their entirety by this paragraph. Forward-looking statements are subject to numerous conditions, many of which are beyond the control of the Company, including those set forth in the Risk Factors section of the Company’s registration statement and prospectus for the Company’s initial public offering filed with the SEC. The Company undertakes no obligation to update these statements for revisions or changes after the date of this release, except as required by law.

 

byNordic Acquisition Corporation Contact:

 

Michael Hermansson
+46 707 294100
ir@bynordic.se

Source: View Original Filing on SEC EDGAR

FAQ

What did BYNO (byNordic Acquisition Corporation) announce in this 8-K filing?

BYNO disclosed a one-month extension of its deadline to complete an initial business combination. The company deposited cash into its Trust Account to move the deadline from May 12, 2026 to June 12, 2026, using a board-approved extension feature in its charter.

How much did BYNO deposit to extend its business combination deadline?

BYNO deposited $17,470 into its Trust Account to secure the additional one-month extension. This payment allows the SPAC to move its business combination deadline from May 12, 2026 to June 12, 2026 in line with its amended charter provisions.

How many extensions has BYNO used and how many remain available?

This extension is BYNO’s tenth one-month extension under its amended charter. The amendment permits up to twelve monthly extensions, so the board can still authorize up to two further one-month extensions, within the overall limit set through August 12, 2026.

Until what date can BYNO extend its deadline to complete a business combination?

Under its amended certificate of incorporation, BYNO may extend its termination date monthly, at the board’s discretion, up to August 12, 2026. This flexibility ends earlier if the company completes its initial business combination before that outside date.

What type of companies is byNordic Acquisition Corporation targeting for a merger?

byNordic Acquisition Corporation is a special purpose acquisition company seeking to merge with one or more businesses. It intends to focus on high technology growth companies based in the northern part of Europe, though it is not limited to that region or sector.

What securities of BYNO are traded and where are they listed?

BYNO has units, Class A common stock, and redeemable warrants trading on the OTC Pink Limited Market. Each warrant is exercisable for one share of Class A common stock at an exercise price of $11.50 per share, subject to its terms.

Filing Exhibits & Attachments

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