Welcome to our dedicated page for Compass Digital SEC filings (Ticker: CDAQF), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Compass Digital Acquisition Corp. filings document the regulatory record of a Cayman Islands exempted SPAC and its Class A and Class B ordinary share structure. The company’s 8-K reports and proxy statements disclose material agreements, amendments to its amended and restated memorandum and articles of association, shareholder voting matters, and extensions of the period available to complete a business combination.
SEC records also cover SPAC capital-structure matters, governance proposals, material-event reporting, and operating and financial disclosures. Proxy materials describe extraordinary general meeting proposals and voting mechanics, while current reports record agreement activity and other events affecting the blank-check issuer’s corporate status.
Compass Digital Acquisition Corp. — amendment to Schedule 13G
This Schedule 13G/A amendment states that Clear Street LLC does not beneficially own any shares of Compass Digital Acquisition Corp. (CUSIP G2476C107) and that its beneficial ownership does not meet the 5% reporting threshold under Rule 13d-1. The amendment is filed to terminate Clear Street LLC's reporting obligation; it is signed by John DiBacco as Head of Markets Trading on 05/20/2026.
Compass Digital Acquisition Corp., a SPAC, reported a net loss of $2,629,949 for the quarter ended March 31, 2026, significantly higher than the $483,071 loss a year earlier. The wider loss mainly reflects a $1,905,957 non-cash loss from the change in fair value of derivative warrant liabilities and higher general and administrative expenses.
Cash held in the Trust Account was $1,302,409, while operating cash was only $16,575, contributing to a working capital deficit of $3,819,487. Management states that these liquidity constraints and the July 20, 2026 deadline to complete a Business Combination raise substantial doubt about the company’s ability to continue as a going concern.
The company has entered into a proposed Business Combination with Key Mining Corp. under the KMC Merger Agreement, with aggregate consideration of $230 million payable in Pubco common stock valued at $10.00 per share. Completion of this transaction, and use of existing Working Capital Loans and the Polar Capital Investment, are central to its plan to avoid liquidation.
Compass Digital Acquisition Corp. disclosure: Clear Street LLC reports beneficial ownership of 181,692 shares of Common Stock, representing 5.5% of the class. The filing lists sole voting and sole dispositive power over these shares. The signature is dated 05/13/2026.
Titan Holdings Corp. disclosed a transcript of a podcast discussing the proposed $303M business combination with Compass Digital Acquisition Corp. and Key Mining Corp., which combines a Chilean rutile titanium mine, a permitted coastal desalination project, and a copper asset in Arizona. The company expects a bankable feasibility study for the titanium mine in about 9 months and targets first production in early 2029; the desalination plant could be online by mid-2028. Management outlined project-level financing plans (approximately 70% debt / 30% equity), estimated titanium mine capex of $200–$220M, and noted eligibility for Inflation Reduction Act incentives for production in a US FTA partner jurisdiction.
Compass Digital Acquisition Corp. reported that shareholders approved an amendment to its memorandum and articles of association to extend the deadline to complete a Business Combination. The company may now extend this deadline on a monthly basis up to three times, from April 20, 2026 through July 20, 2026, or an earlier date set by the board.
Shareholders also ratified the selection of WithumSmith+Brown, PC as independent auditor for the year ending December 31, 2026. In connection with the extension vote, holders of 10 Class A public shares redeemed their stock for approximately $11.76 per share, about $118 in total, leaving 110,856 public shares outstanding.
Compass Digital Acquisition Corp. (CDAQ) disclosed a definitive Merger Agreement to combine with Key Mining Corp. (KMC) via a three-party structure that would produce a newly formed public holding company (Pubco). The filing states Pubco will assume KMC options and warrants and that CDAQ and KMC will become wholly owned subsidiaries of Pubco.
The companies filed a registration statement on Form S-4 that includes a proxy statement/prospectus to seek CDAQ shareholder approval of the Business Combination; the proxy statement/prospectus will be mailed when available. The report furnishes an investor presentation as Exhibit 99.1.
Compass Digital Acquisition Corp. has outlined a proposed business combination with Key Mining Corp., a critical minerals and infrastructure company with projects in Chile and the United States. The deal uses a new holding company, Titan Holdings Corp., which will become the publicly traded parent.
After closing, Compass Digital and Key Mining would each become wholly owned subsidiaries of Titan, with Compass Digital securityholders receiving equivalent Titan securities and Key Mining shareholders receiving Titan common stock. Titan will also assume all outstanding Key Mining options and warrants. An investor presentation describing the transaction and Key Mining’s mining and desalination projects has been furnished for informational purposes.
Compass Digital Acquisition Corp. is asking shareholders to approve a Fourth Extension of its deadline to complete a business combination, mainly the proposed merger with Key Mining Corp. (KMC). The extension would allow monthly pushes from April 20, 2026 through July 20, 2026.
Public shareholders can redeem their Class A ordinary shares for cash at a price tied to the trust account, which held about $1.3 million, or roughly $11.72 per share, as of March 13, 2026, versus a market price of $11.00. If the extension or a merger is not completed within the allowed period, the SPAC will redeem all public shares and liquidate, and its warrants will expire worthless.
As of the March 11, 2026 record date, there were 3,310,866 Class A and 2,110,122 Class B ordinary shares outstanding. The sponsors and insiders control about 98.0% of the voting power and plan to vote for all proposals, which also include ratifying Withum as auditor and an adjournment authority.
Compass Digital Acquisition Corp. filed its annual report describing its status as a SPAC and plans to complete an initial business combination. The company raised $200,000,000 in its 2021 IPO, placing the proceeds in a trust account. Through a series of shareholder meetings in 2023, 2024 and 2025, holders redeemed Public Shares for approximately $169.1 million, $29.6 million and $26.7 million, respectively, at rising per-share prices.
As of December 31, 2025, the trust held about $11.67 per Public Share, and there were 3,310,866 Class A and 2,110,122 Class B Ordinary Shares outstanding. The report details a proposed all-stock KMC Business Combination valuing Key Mining Corp. at $230.0 million via a new Delaware holding company, with Compass Digital required to meet a $5.0 million minimum cash condition at closing.
Compass Digital Acquisition Corp. is asking shareholders to approve a Fourth Extension of the deadline to complete its proposed merger with Key Mining Corp. (KMC) under the KMC Merger Agreement. The extension would permit additional time to consummate the KMC Business Combination and would permit holder redemptions from the Trust Account on a pro rata basis.
The Proxy Statement explains redemption mechanics for Public Shareholders, confirms the Record Date as March 11, 2026, and notes 3,310,866 Class A and 2,110,122 Class B ordinary shares outstanding as of that date. Sponsors hold 3,200,000 Class A and 2,110,122 Class B shares (collectively ~98% voting control). Approval requires a two-thirds (2/3) vote of votes cast.