Welcome to our dedicated page for Quartzsea Acquisition SEC filings (Ticker: QSEA), 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.
This page provides access to U.S. Securities and Exchange Commission (SEC) filings for Quartzsea Acquisition Corporation (NASDAQ: QSEA), a Cayman Islands exempted blank check company and special purpose acquisition company (SPAC). As a public shell company formed to complete a merger, share exchange, asset acquisition, share purchase, recapitalization, reorganization or similar business combination, Quartzsea’s filings offer insight into its capital structure, transaction plans, and ongoing reporting obligations.
Investors can review registration statements related to Quartzsea’s initial public offering of units on the Nasdaq Global Market, where each unit consists of one ordinary share and one right. These documents explain the terms of the units, the rights that convert into fractions of ordinary shares upon completion of an initial business combination, and the risk factors and governance framework associated with the SPAC.
Quartzsea’s periodic reports on Forms 10-Q and 10-K, along with any amendments, provide updates on its financial position, use of proceeds, and progress toward identifying and completing a business combination. The company has also filed a Form 12b-25 (NT 10-Q) notification of late filing, stating that it was unable to compile the necessary financial information and valuations to file a complete quarterly report for the period ended September 30, 2025, within the prescribed time and expected to file within the extension period. This type of filing helps users understand timing issues and whether significant changes in results of operations are anticipated.
Filings related to the proposed business combination with Broadway Technology Inc (Gaokai), including a registration statement on Form F-4 that is expected to contain a proxy statement/prospectus, are particularly relevant. These documents are intended to describe the Agreement and Plan of Merger involving Quartzsea’s subsidiary Cuisine Universal Packaging Solution and CUPS Sub Limited, the structure through which Gaokai would become a wholly owned subsidiary of Cuisine Universal, and the anticipated listing of the combined company under the ticker symbol CUPS on the Nasdaq Global Market, subject to approvals.
On Stock Titan, Quartzsea’s SEC filings are supplemented with AI-powered summaries that highlight key points from lengthy documents, such as transaction terms, capital structure details, and important risk disclosures. Real-time updates from the SEC’s EDGAR system ensure that new filings, including Forms 10-K, 10-Q, 8-K, and any registration statements related to the proposed business combination, are available promptly. Users can quickly understand complex filings through concise explanations while retaining the ability to read the full original documents for complete context.
Quartzsea Acquisition Corp filing: an amendment to a Schedule 13G discloses that Feis Equities LLC and Lawrence M. Feis each beneficially own 600,132 shares, representing 5.26% of ordinary shares based on April 23, 2026 and an outstanding share count of 11,409,900.
The filing lists sole voting and dispositive power over the 600,132 shares and provides the reporting persons' business address and CUSIP G7314B104.
Karpus Management, Inc. reports beneficial ownership of 974,765 shares of Quartzsea Acquisition Corp common stock. The filing states this equals 8.54% of the class and that Karpus has sole voting and sole dispositive power over the 974,765 shares. The Schedule 13G/A lists CUSIP G7314B104 and is signed by Jodi L. Hedberg as Chief Compliance Officer on 06/05/2026.
The filing describes Karpus as a New York corporation and a registered investment adviser; it states the shares are owned directly by accounts managed by Karpus and that attribution to City of London Investment Group plc is not required under the cited SEC release.
Quartzsea Acquisition Corporation is asking shareholders to approve amendments to extend its deadline to complete an initial business combination from June 19, 2026 to October 19, 2026, allowing up to four one-month extensions. For each one-month extension the Company (or Sponsor) will deposit $0.033 per then-outstanding public share into the Trust Account.
The proxy discloses the Trust Account held approximately $86,699,486.47 as of May 29, 2026, 8,280,000 public shares and an illustrative per-share redemption value of approximately $10.47. Approval of both the Charter amendment and Trust amendment requires the affirmative vote of at least 65% of outstanding ordinary shares. The Board recommends voting “FOR” all proposals.
Quartzsea Acquisition Corporation is asking shareholders to approve amendments to extend its deadline to complete an initial business combination from June 19, 2026 to October 19, 2026, allow up to four one‑month extensions, and permit a monthly trust contribution of $0.033 per then‑outstanding public share.
The Special Meeting is virtual on June 16, 2026. As of May 29, 2026, the Trust Account held approximately $86,699,486.47, there were 8,040,849 public shares and 11,409,900 ordinary shares outstanding, giving an illustrative per‑share redemption of about $10.78. Approval of the Trust Amendment requires an affirmative vote of at least 65% of outstanding ordinary shares; the Sponsor and certain insiders control 3,129,900 votes.
Quartzsea Acquisition Corporation is asking shareholders to approve extensions that give its SPAC more time to complete an initial business combination and adjust the related trust terms. The proposals would move the deadline from June 19, 2026 to as late as October 19, 2026 through up to four one‑month extensions, with a $0.033 per‑share Monthly Contribution to the trust for each extra month. As of May 29, 2026, the trust held about $86.7M, implying an illustrative redemption value of roughly $10.69 per public share. Shareholders can redeem regardless of how they vote, while the sponsor has agreed not to seek reimbursement of dissolution expenses from the trust if Quartzsea ultimately liquidates. The board highlights a pending Business Combination Agreement with Eight Directions Technology Limited as the main reason for seeking additional time.
Quartzsea Acquisition Corporation is asking shareholders to extend the deadline to complete an initial business combination from June 19, 2026 to June 19, 2027 and to amend its trust agreement to fund monthly deposits if the extension is used.
The Trust Account held approximately $86,565,628.08 as of May 12, 2026, implying an illustrative redemption price of about $10.77 per public share based on 8,040,849 public shares outstanding. For each one-month extension the Company would deposit the lesser of $60,000 or $0.033 per then-outstanding public share. Approval of the proposals requires the affirmative vote of at least 65% of outstanding shares.
Quartzsea Acquisition Corporation entered into a definitive Agreement and Plan of Merger to combine with Eight Directions Technology Limited via a SPAC merger and immediate acquisition merger. The transaction values the Company at a pre-money equity valuation of approximately $515,000,000, with consideration structured at $10.00 per share in Purchaser ordinary shares. Closing is conditioned on customary items, including shareholder approvals, effectiveness of a registration statement, Nasdaq listing approval and completion of a contemplated internal offshore reorganization. The agreement provides for a $500,000 break-up fee in certain termination scenarios and anticipates 180-day lock-ups for specified holders. Registration rights will permit inclusion of up to 15% of Purchaser shares in registration statements after six months following closing.
Quartzsea Acquisition Corporation entered into an Agreement and Plan of Merger with Eight Directions Technology Limited, launching a two-step business combination. First, Quartzsea will merge into a wholly owned subsidiary, which will remain the publicly listed company. Immediately after, another subsidiary will merge into Eight Directions, making it a wholly owned subsidiary.
The deal is based on an agreed pre-money equity valuation of approximately $515 million for Eight Directions. Existing Quartzsea ordinary shares will convert into Class A shares of the new parent, and rights will convert into one-fifth of a Class A share. Eight Directions shareholders will receive Class A or high-vote Class B shares, each valued at $10.00 per share, with Class B carrying ten votes per share.
The parties signed related shareholder and sponsor support agreements, lock-up arrangements with 180-day transfer restrictions, and a new registration rights agreement allowing certain holders to register resales of up to 15% of Purchaser’s outstanding shares after six months. The transaction requires shareholder approvals, SEC effectiveness of a Form F-4 registration statement, Nasdaq listing approval, and satisfaction of other customary closing conditions.
Quartzsea Acquisition Corporation, a Cayman Islands SPAC, reported net income of $529,085 for the quarter ended February 28, 2026, driven mainly by $759,908 of interest earned on investments in its Trust Account, partially offset by $230,861 of general and administrative expenses.
As of February 28, 2026, the Trust Account held $85,962,640, while cash outside the trust was only $6,133, resulting in a working capital deficit of $838,513. Management concluded that these conditions, combined with the June 19, 2026 deadline to complete a business combination, raise substantial doubt about the company’s ability to continue as a going concern.
On March 17, 2026, Quartzsea terminated its previously signed Merger Agreement with Broadway Technology Inc. due to prolonged China Securities Regulatory Commission review and related PRC regulatory uncertainty, with no termination fees payable by either party. The company continues to seek an alternative business combination but may be required to liquidate if no deal is completed within the required timeframe.
Quartzsea Acquisition Corporation submitted a Form 12b-25 notifying the SEC that it could not timely file its Quarterly Report on Form 10-Q for the period ended February 28, 2026 due to a delay in completing the report's financial statements. The company states it will file the Quarterly Report no later than the fifth calendar day following the prescribed filing date.