BYNordic (BYNO) extends SPAC deadline to Aug 12, 2026

Q: What exhibits were included with the 8-K?

The filing lists a press release as Exhibit 99.1 and notes Inline XBRL cover page tagging as Exhibit 104.

Filing Impact

(High)

Filing Sentiment

(Neutral)

Form Type

8-K

Rhea-AI Filing Summary

BYNordic Acquisition Corporation (BYNO) filed an 8-K reporting a material event: the company's board approved a potential extension of the SPAC termination date by one additional month, part of a package allowing up to a total of twelve additional months, which would move the termination deadline to Aug 12, 2026 unless the initial business combination closes earlier. The filing reiterates the securities structure: units (one Class A share plus one-half redeemable warrant), Class A common stock (BYNO) trading on OTC Pink, and redeemable warrants (BYNOW) exercisable at $11.50 per share. The 8-K includes a press release as Exhibit 99.1 and Inline XBRL cover page tagging.

Positive

Extension to Aug 12, 2026 provides additional time to complete an initial business combination
Clear securities structure disclosed: units, Class A shares, and warrants with a stated exercise price of $11.50

Negative

Continued OTC Pink listing may limit liquidity for public holders during the extended period
Extended timeline prolongs shareholder uncertainty and delays potential liquidation or combination outcomes

Insights

Extending the SPAC deadline buys more time to complete a deal but delays shareholder resolution.

The board's decision to permit a one-month extension, contributing to a possible total of 12 additional months until Aug 12, 2026, changes the timeline for completing the initial business combination and for shareholders to realize outcomes from the trust or proposed transaction.

This action reduces immediate liquidation pressure and may allow additional due diligence or deal sourcing; however, it also prolongs uncertainty for public investors and keeps the company trading on OTC Pink during that period. Watch for any subsequent shareholder vote authorizing the extension and for announcements of a definitive merger counterparty within the next month.

The filing confirms securities terms and a warrant exercise price that affect potential dilution and redemption economics.

Units consist of one Class A share plus one-half warrant, and warrants are exercisable at $11.50, which establishes the conversion economics if exercised. The securities are identified as trading on OTC Pink, which can affect liquidity and pricing dynamics for holders while the SPAC seeks a target.

Investors should monitor any fundraising, warrant inducements, or redemptions tied to the extended timeline, and expect material disclosures if a target is selected before Aug 12, 2026.

8-K Event Classification

2 items: 8.01, 9.01

2 items

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, or exhibit attachments filed with this report.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What change did BYNordic (BYNO) report in the 8-K?

BYNordic reported board approval to allow an extension of the SPAC termination date by one additional month as part of up to a total of twelve additional months, setting a potential new deadline of Aug 12, 2026.

How are BYNordic's securities structured (BYNO / BYNOW)?

Units consist of one Class A common share plus one-half of a redeemable warrant; Class A trades under BYNO and warrants under BYNOW on OTC Pink.

What is the warrant exercise price disclosed in the filing?

The redeemable warrants are exercisable for one share of Class A common stock at an exercise price of $11.50 per share.

Does the extension take effect automatically?

The filing states the board may, in its sole discretion, allow the company to elect the extension; the extension applies unless the initial business combination closes earlier.

What exhibits were included with the 8-K?

The filing lists a press release as Exhibit 99.1 and notes Inline XBRL cover page tagging as Exhibit 104.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 10/10/2025 - 04:32 PM

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): October 8, 2025

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.)

c/o Pir 29
Einar Hansens Esplanad 29
211 13 Malmö
Sweden		211 13
(Address of principal executive offices)		(Zip Code)

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

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 November 12, 2025

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 October 8, 2025, 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 October 12, 2025 to November 12, 2025 (the “October 2025 Extension”).

BYNO issued the press release distributed herewith October 10, 2025. 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.

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: October 10, 2025	BYNORDIC ACQUISITION CORPORATION

	By:	/s/ Thomas Fairfield
	Name:	Thomas Fairfield
	Title:	Chief Financial Officer

Source: View Original Filing on SEC EDGAR

BYNordic (BYNO) extends SPAC deadline to Aug 12, 2026