DT Cloud Star Acquisition Corporation filings document the disclosure record of a Cayman Islands SPAC with Nasdaq-listed ordinary shares and rights. The company’s reports cover its unit and rights structure, trust-account mechanics, deadline extensions, shareholder voting and redemption procedures, and capital-structure matters related to its blank-check issuer purpose.
Material-event filings also disclose business-combination agreements and Regulation FD communications, Nasdaq continued-listing notices, proxy-related meeting actions, and governance changes such as director departures. These filings frame the company’s public-company status, SPAC securities, compliance matters, and corporate governance record.
DT Cloud Star Acquisition Corporation ownership disclosure: Mizuho Financial Group, Inc. reports beneficial ownership of 308,995 common shares (CUSIP G2853N106), representing 8.5% of the class as shown in the filing dated 03/31/2026. The filing states the position is held through a subsidiary relationship and identifies Mizuho Securities USA LLC as the direct holder; related entities including Mizuho Bank and Mizuho Americas LLC are noted as potential indirect beneficial owners. The Schedule 13G is signed by Takahiro Katsura on 05/14/2026 under the parent holding company framework.
Cloud Star Acquisition Corporation reported a Q1 2026 net loss of $110,289 as it continues operating as a SPAC while pursuing its initial business combination.
Total assets were $18.33M, including $18.26M of cash and marketable securities in the Trust Account, and a working capital deficit of about $0.85M. Ordinary shares subject to possible redemption totaled 1,652,509 at a redemption price of $11.05 per share as of March 31, 2026.
On February 2, 2026, the company signed a Business Combination Agreement with PrimeGen US, Inc., with merger consideration based on a stated purchase price of $1,489,800,000, payable in Purchaser Class A and Class B common stock. Management discloses substantial doubt about the company’s ability to continue as a going concern if a business combination is not completed by October 26, 2026.
The filing notes that 5,247,491 public shares were redeemed at a prior shareholder meeting, significantly reducing public float and cash outside the Trust Account. On April 6, 2026, Nasdaq notified the company that it no longer meets the minimum 400 public shareholder requirement, and Cloud Star is evaluating alternatives, including a potential transfer to the Nasdaq Capital Market.
DT Cloud Star Acquisition Corporation reported that on April 7, 2026, director Dr. Xunyong Zhou resigned from the board. The company stated that Dr. Zhou’s resignation was not due to any disagreement with the company, its Board of Directors, or any board committee.
DT Cloud Star Acquisition Corporation reported it is out of compliance with a key Nasdaq listing rule related to shareholder count. Nasdaq notified the company on April 6, 2026 that it no longer meets Listing Rule 5450(a)(2), which requires at least 400 total holders to remain on the Nasdaq Global Market.
The notice does not immediately affect trading, but the company has 45 days, until May 21, 2026, to submit a plan to regain compliance and could receive up to 180 days from the notice date if Nasdaq accepts that plan. Management is exploring options, including a potential transfer to the Nasdaq Capital Market, but there is no assurance the company will regain or maintain compliance.
DT Cloud Star Acquisition Corporation, a Cayman Islands special purpose acquisition company, filed its annual report outlining its search for a business combination and a signed Business Combination Agreement with PrimeGen US, Inc.. The deal values the equity consideration at $1,489,800,000, payable in Purchaser Class A and Class B common stock.
The SPAC raised $69,000,000 from its July 26, 2024 IPO of 6,900,000 units at $10.00 per unit, with proceeds placed in a trust account. As of June 30, 2025, non‑affiliate ordinary shares had an aggregate market value of $72,338,220, and 3,653,409 ordinary shares were outstanding as of February 17, 2026.
The report emphasizes substantial risk factors typical of blank check companies, including reliance on completing a business combination, possible delisting from Nasdaq, PRC‑related regulatory risks, and a going concern uncertainty. DT Cloud Star can extend its business combination deadline from October 26, 2025 to October 26, 2026 by depositing $75,000 per additional month into the trust; failing to close a transaction by then would trigger redemption and liquidation of public shares.
DT Cloud Star Acquisition Corporation filed a current report describing an extension of its deadline to complete an initial business combination. On March 16, 2026, the company deposited $150,000 into its trust account to extend the combination date by two months to March 26, 2026.
This payment allows the special purpose acquisition company to continue seeking a merger target rather than winding down immediately, effectively buying additional time under its existing structure.
DT Cloud Star Acquisition Corporation received an updated ownership report from several institutional investors. Westchester Capital Management, LLC reports beneficial ownership of 183,531 ordinary shares, representing 5.09% of the class, based on 3,603,409 shares outstanding as of October 22, 2025.
Other reporting persons include Westchester Capital Partners, LLC with 4,191 shares (0.12%), Virtus Investment Advisers, LLC with 166,458 shares (4.62%), and The Merger Fund with 150,697 shares (4.18%). The investors state the shares were acquired and are held in the ordinary course of business and not to change or influence control of the issuer.
Barclays PLC filed an amended Schedule 13G indicating it no longer beneficially owns any common stock of DT Cloud Star Acquisition Co. The filing reports an aggregate beneficial ownership of 0 shares, representing 0% of the outstanding common stock, with no voting or dispositive power over any shares.
The amendment confirms Barclays’ ownership has fallen to 5 percent or less of the class, so it is no longer a significant beneficial owner under reporting thresholds.
W. R. Berkley Corporation, through its subsidiary Berkley Insurance Company, reports beneficial ownership of 132,501 ordinary shares of DT Cloud Star Acquisition Corporation, representing 3.7% of the class as of the stated date.
The filing shows shared voting and dispositive power over all 132,501 shares and no sole voting or dispositive power. The holder certifies the shares were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing control of DT Cloud Star.
DT Cloud Star Acquisition Corp received an amended Schedule 13G/A from Hudson Bay Capital Management LP and Sander Gerber reporting they no longer hold any beneficial ownership of its ordinary shares. The filing shows 0 shares beneficially owned, representing 0% of the class, with no voting or dispositive power.
The reporting persons indicate prior holdings were managed through HB Strategies LLC and that Gerber disclaims beneficial ownership. They also certify the securities were acquired and held in the ordinary course of business and not for the purpose of changing or influencing control of the company.