Welcome to our dedicated page for Winvest Acquisition SEC filings (Ticker: WINVU), 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.
WinVest Acquisition Corp. filings document the regulatory mechanics of a SPAC, including its unit structure, common stock, warrants, rights, trust account and redemption framework. Definitive proxy statements cover shareholder votes on charter amendments and deadline extensions for completing an initial business combination.
Form 8-K reports describe material agreements and direct financial obligations, including sponsor promissory-note arrangements and deposits into the trust account. The filings also cover capital-structure disclosures, governance matters, liquidation provisions and the treatment of public shares in redemption or business-combination scenarios.
WinVest Acquisition Corp. changed its independent auditor following a business acquisition. After Simon & Edward LLP acquired the attest business of BCRG Group effective June 15, 2026, WinVest’s audit committee dismissed BCRG and, on June 23, 2026, approved Simon & Edward as the new independent registered public accounting firm.
BCRG’s reports on WinVest’s 2024 and 2025 financial statements contained no adverse or disclaimed opinions and were not qualified, but included an explanatory paragraph about substantial doubt regarding WinVest’s ability to continue as a going concern. The filing states there were no disagreements with BCRG and no reportable events other than previously disclosed material weaknesses in internal control. WinVest requested, and filed as Exhibit 16.1, a confirming letter from BCRG.
WinVest Acquisition Corp. changed its independent auditor following a business acquisition. After Simon & Edward LLP acquired the attest business of BCRG Group effective June 15, 2026, WinVest’s audit committee dismissed BCRG and, on June 23, 2026, approved Simon & Edward as the new independent registered public accounting firm.
BCRG’s reports on WinVest’s 2024 and 2025 financial statements contained no adverse or disclaimed opinions and were not qualified, but included an explanatory paragraph about substantial doubt regarding WinVest’s ability to continue as a going concern. The filing states there were no disagreements with BCRG and no reportable events other than previously disclosed material weaknesses in internal control. WinVest requested, and filed as Exhibit 16.1, a confirming letter from BCRG.
WinVest Acquisition Corp. disclosed that on June 10, 2026 it drew a third installment of $30,000 under a previously issued unsecured promissory note with its sponsor. The total principal available under this promissory note is $180,000, structured as up to six equal draws of $30,000 each.
The company caused the sponsor to deposit this $30,000 into its trust account to fund an extension of the deadline to complete an initial business combination, moving the termination date from June 17, 2026 to July 17, 2026. The note bears no interest and is repayable upon a completed business combination or, if none occurs, only from funds held outside the trust account.
WinVest Acquisition Corp. disclosed that on June 10, 2026 it drew a third installment of $30,000 under a previously issued unsecured promissory note with its sponsor. The total principal available under this promissory note is $180,000, structured as up to six equal draws of $30,000 each.
The company caused the sponsor to deposit this $30,000 into its trust account to fund an extension of the deadline to complete an initial business combination, moving the termination date from June 17, 2026 to July 17, 2026. The note bears no interest and is repayable upon a completed business combination or, if none occurs, only from funds held outside the trust account.
WinVest Acquisition Corp. entered into an amended and restated business combination agreement with Embed Financial Group Cayman Holdings and related merger subsidiaries on May 26, 2026. This Restated Business Combination Agreement replaces the original December 2025 deal in full.
The revised structure introduces American Depositary Shares with The Bank of New York Mellon as depositary. Each Embed Company Class A share and each SPAC common share outstanding immediately before their respective mergers will be cancelled and converted into the right to receive Pubco Class A ordinary shares represented by ADSs, with SPAC warrants and rights similarly linked to ADSs.
The Company has also completed a share capital restructuring, setting authorized capital at 480,000,000 Class A Ordinary Shares and 20,000,000 Class B Ordinary Shares. A Form F‑4 registration statement with a combined proxy statement/prospectus is expected to be filed, and SPAC stockholders will later be asked to approve the Restated Business Combination Agreement and related transactions.
WinVest Acquisition Corp. entered into an amended and restated business combination agreement with Embed Financial Group Cayman Holdings and related merger subsidiaries on May 26, 2026. This Restated Business Combination Agreement replaces the original December 2025 deal in full.
The revised structure introduces American Depositary Shares with The Bank of New York Mellon as depositary. Each Embed Company Class A share and each SPAC common share outstanding immediately before their respective mergers will be cancelled and converted into the right to receive Pubco Class A ordinary shares represented by ADSs, with SPAC warrants and rights similarly linked to ADSs.
The Company has also completed a share capital restructuring, setting authorized capital at 480,000,000 Class A Ordinary Shares and 20,000,000 Class B Ordinary Shares. A Form F‑4 registration statement with a combined proxy statement/prospectus is expected to be filed, and SPAC stockholders will later be asked to approve the Restated Business Combination Agreement and related transactions.
WinVest Acquisition Corp. drew an additional $30,000 on an existing sponsor loan to keep its blank-check company alive for another month. This is the third draw under an unsecured promissory note with a total principal of $180,000, which carries no interest and matures at either a business combination closing or liquidation.
The $30,000 was deposited into the SPAC’s trust account to extend the deadline to complete an initial business combination from May 17, 2026 to June 17, 2026. These funds ultimately support redemptions or liquidation payouts for public shareholders depending on whether a deal is completed.
WinVest Acquisition Corp. drew an additional $30,000 on an existing sponsor loan to keep its blank-check company alive for another month. This is the third draw under an unsecured promissory note with a total principal of $180,000, which carries no interest and matures at either a business combination closing or liquidation.
The $30,000 was deposited into the SPAC’s trust account to extend the deadline to complete an initial business combination from May 17, 2026 to June 17, 2026. These funds ultimately support redemptions or liquidation payouts for public shareholders depending on whether a deal is completed.
WinVest Acquisition Corp. disclosed that it drew a second installment of $30,000 under a previously issued unsecured promissory note of $180,000 with its sponsor to fund a deadline extension for completing a business combination.
The sponsor deposited the $30,000 into the company’s trust account, extending the termination date for completing an initial business combination from April 17, 2026 to May 17, 2026. The note bears no interest and matures upon either closing a business combination or the company’s liquidation. If no deal is completed, repayment will come only from funds held outside the trust account, and the extension funds in the trust will ultimately be distributed to public shareholders through redemption or liquidation.
WinVest Acquisition Corp. disclosed that it drew a second installment of $30,000 under a previously issued unsecured promissory note of $180,000 with its sponsor to fund a deadline extension for completing a business combination.
The sponsor deposited the $30,000 into the company’s trust account, extending the termination date for completing an initial business combination from April 17, 2026 to May 17, 2026. The note bears no interest and matures upon either closing a business combination or the company’s liquidation. If no deal is completed, repayment will come only from funds held outside the trust account, and the extension funds in the trust will ultimately be distributed to public shareholders through redemption or liquidation.
WinVest Acquisition Corp. filed its annual report as a blank check company still seeking an Initial Business Combination. After extensive stockholder redemptions totaling 11,279,964 public shares, approximately $3.1 million remained in its Trust Account at December 31, 2025.
The company’s auditor raised substantial doubt about its ability to continue as a going concern, and WinVest discloses delisting of its securities from Nasdaq. A prior business combination agreement with Xtribe PLC was terminated, and a new agreement with Embed Financial Group Cayman Holdings has been signed but not yet completed.
As of June 30, 2025, non-affiliate common stock had an aggregate market value of about $3.55 million, and as of March 25, 2026, WinVest had 3,080,950 common shares outstanding. The company has repeatedly extended its deadline to complete a deal, supported by sponsor loans via multiple unsecured Extension Notes.
WinVest Acquisition Corp. filed its annual report as a blank check company still seeking an Initial Business Combination. After extensive stockholder redemptions totaling 11,279,964 public shares, approximately $3.1 million remained in its Trust Account at December 31, 2025.
The company’s auditor raised substantial doubt about its ability to continue as a going concern, and WinVest discloses delisting of its securities from Nasdaq. A prior business combination agreement with Xtribe PLC was terminated, and a new agreement with Embed Financial Group Cayman Holdings has been signed but not yet completed.
As of June 30, 2025, non-affiliate common stock had an aggregate market value of about $3.55 million, and as of March 25, 2026, WinVest had 3,080,950 common shares outstanding. The company has repeatedly extended its deadline to complete a deal, supported by sponsor loans via multiple unsecured Extension Notes.
WinVest Acquisition Corp. extended the deadline to complete a business combination and secured sponsor funding to support the extension. The company issued a no-interest promissory note of up to $180,000 to its sponsor, with $30,000 already deposited into the trust to move the termination date to April 17, 2026, and the option for five additional one-month extensions to September 17, 2026 with further $30,000 deposits each time. Stockholders overwhelmingly approved amendments to the charter and trust agreement, with 2,963,540 votes for and none against each proposal. In connection with the extension, holders of 14,086 public shares redeemed at approximately $13.65 per share, totaling about $192,276.22, leaving roughly $2,811,251.63 in the trust and 205,950 public shares outstanding.
WinVest Acquisition Corp. extended the deadline to complete a business combination and secured sponsor funding to support the extension. The company issued a no-interest promissory note of up to $180,000 to its sponsor, with $30,000 already deposited into the trust to move the termination date to April 17, 2026, and the option for five additional one-month extensions to September 17, 2026 with further $30,000 deposits each time. Stockholders overwhelmingly approved amendments to the charter and trust agreement, with 2,963,540 votes for and none against each proposal. In connection with the extension, holders of 14,086 public shares redeemed at approximately $13.65 per share, totaling about $192,276.22, leaving roughly $2,811,251.63 in the trust and 205,950 public shares outstanding.
WinVest Acquisition Corp. is asking stockholders to approve several changes that would give the SPAC more time to close its planned business combination with Embed Financial Group Cayman Holdings and related entities. The special meeting will be held virtually on March 13, 2026.
The board seeks to extend the SPAC’s deadline to complete a deal from March 17, 2026 to April 17, 2026, with the option for up to five additional one‑month extensions to September 17, 2026. A parallel amendment would extend the date when the trust must be liquidated on the same schedule and allow an adjournment of the meeting if turnout or support is insufficient.
If the extensions are implemented, the sponsor or its designees will lend $30,000 per month, up to $180,000, to be deposited into the trust account. Public stockholders can redeem their shares in connection with the extension for cash; as of February 24, 2026, the redemption price was approximately $14.36 per share, based on $3,159,288 held in the trust. WinVest notes it was delisted from Nasdaq and now trades on the OTC Markets, and warns that high redemptions could leave limited cash and a thin trading market if a merger is completed.
WinVest Acquisition Corp. is asking stockholders to approve several changes that would give the SPAC more time to close its planned business combination with Embed Financial Group Cayman Holdings and related entities. The special meeting will be held virtually on March 13, 2026.
The board seeks to extend the SPAC’s deadline to complete a deal from March 17, 2026 to April 17, 2026, with the option for up to five additional one‑month extensions to September 17, 2026. A parallel amendment would extend the date when the trust must be liquidated on the same schedule and allow an adjournment of the meeting if turnout or support is insufficient.
If the extensions are implemented, the sponsor or its designees will lend $30,000 per month, up to $180,000, to be deposited into the trust account. Public stockholders can redeem their shares in connection with the extension for cash; as of February 24, 2026, the redemption price was approximately $14.36 per share, based on $3,159,288 held in the trust. WinVest notes it was delisted from Nasdaq and now trades on the OTC Markets, and warns that high redemptions could leave limited cash and a thin trading market if a merger is completed.