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Bayview Acquisition Corp reports additional Nasdaq listing problems that heighten its delisting risk. The company previously received a determination to delist its securities and has applied to move from The Nasdaq Global Market to The Nasdaq Capital Market, but that transfer is still pending approval.
Bayview has now been notified it is out of compliance with Nasdaq Listing Rule 5450(b)(2)(B), which requires at least 1,100,000 publicly held shares. A hearing before a Nasdaq Hearings Panel is scheduled for March 31, 2026, where the company plans to address this and other deficiencies, though there is no assurance it will regain compliance or avoid delisting.
Bayview Acquisition Corp, a Cayman Islands SPAC, is asking shareholders to approve routine annual matters at an April 10, 2026 meeting. Proposals include re-electing Class I director John Joseph DeVito for a three-year term, ratifying UHY LLP as auditor for 2026, and allowing potential adjournment if votes are insufficient.
The meeting will be held in Houston and via webcast, with one vote per ordinary share and a one-third quorum requirement. Sponsors, directors, officers and affiliates control about 1,732,500 shares, or roughly 50% of outstanding ordinary shares, meaning no public shares are needed to pass any of the proposals if all shares are present.
Bayview remains a pre-revenue blank check company focused on completing an initial business combination, primarily targeting Asia. It has already signed a definitive agreement for a business combination and will seek separate shareholder approval in a future proxy statement. The proxy also highlights SPAC-specific regulatory, investment company, CFIUS and Nasdaq listing-compliance risks.
Bayview Acquisition Corp deposited $50,000 into its trust account on March 16, 2026 to extend the deadline to complete its initial business combination by one month, moving the date from March 19, 2026 to April 19, 2026.
This payment represents the fourth of up to six one-month extensions allowed under the company’s Second Amended and Restated Articles of Association, as amended.
Bayview Acquisition Corp filed an amended report to update details about a Nasdaq delisting notice. Nasdaq’s Listing Qualifications Staff informed the company on February 19, 2026 that it remains out of compliance with three listing standards: the $50.0 million Market Value of Listed Securities requirement, the minimum 400 total shareholders requirement, and the rule requiring an annual shareholder meeting within twelve months of fiscal year-end.
Nasdaq determined that Bayview’s securities will be delisted from The Nasdaq Global Market unless the company appeals by February 26, 2026. If it does not appeal, trading will be suspended at the opening on March 2, 2026 and a Form 25-NSE will be filed to remove the securities from listing and registration. Bayview intends to appeal to a Nasdaq Hearings Panel, which would temporarily stay any suspension and delisting while the Panel considers the case, but there is no assurance the appeal will succeed.
Bayview Acquisition Corp reports that Nasdaq has determined its securities are subject to delisting after the company failed to regain compliance with multiple listing standards. The company has not met the Market Value of Listed Securities requirement of $50.0 million and the Market Value of Publicly Held Shares requirement of $15.0 million, and it also did not hold an annual shareholder meeting within twelve months of its fiscal year end.
Nasdaq’s staff stated that Bayview’s securities will be delisted from the Nasdaq Global Market unless the company appeals by February 26, 2026. If no appeal is made, trading is expected to be suspended at the opening on March 2, 2026 and a Form 25-NSE will remove the securities from listing and registration. Bayview intends to appeal to a Nasdaq Hearings Panel, which would temporarily stay any suspension and delisting actions, but there is no assurance the appeal will succeed.
Bayview Acquisition Corp reported that Nasdaq’s Listing Qualifications staff notified the company on February 12, 2026 that it is not in compliance with Nasdaq Listing Rule 5620(a), which requires holding an annual shareholder meeting within twelve months of fiscal year-end.
The notice is a deficiency notification only and does not immediately affect the listing or trading of Bayview’s units, ordinary shares, or rights on the Nasdaq Global Market. Bayview has until March 30, 2026 to submit a plan to regain compliance and intends to do so. If Nasdaq accepts the plan, the company may have until June 29, 2026 to demonstrate compliance, with the option to appeal if Nasdaq does not accept its plan.
Bayview Acquisition Corp disclosed that it made a $50,000 cash deposit into its trust account on February 13, 2026. This payment extends the deadline to complete its initial business combination by one month, from February 19, 2026 to March 19, 2026.
The company notes this is the third extension out of up to six allowed under its Second Amended and Restated Articles of Association. The item is reported as the creation of a direct financial obligation or an off‑balance sheet obligation.
W. R. Berkley Corporation, through its subsidiary Berkley Insurance Company, reports beneficial ownership of 149,185 ordinary shares of Bayview Acquisition Corp, representing 5.4% of the class of ordinary shares with a par value of $0.0001 per share.
The filing states shared voting and shared dispositive power over all 149,185 shares, with no sole voting or dispositive power. The securities are certified as acquired and held in the ordinary course of business, not for the purpose of changing or influencing control of Bayview Acquisition Corp.
Bayview Acquisition Corp has amended its merger agreement and received a Nasdaq listing deficiency notice. The Third Amendment to the Merger Agreement extends the Outside Closing Date to June 15, 2026, giving more time to complete the proposed business combination with Oabay-related entities.
Separately, Nasdaq notified Bayview on January 16, 2026 that it is not in compliance with the Market Value of Publicly Held Shares requirement, which calls for a minimum MVPHS of $15.0 million. Bayview has 180 days, until July 15, 2026, to regain compliance by having its MVPHS close at or above $15.0 million for at least ten consecutive business days. The notice does not immediately affect trading, but failure to regain compliance could lead to delisting, subject to potential appeal.
Bayview Acquisition Corp reported that on September 18, 2025 it deposited $100,000 into its trust account to obtain a one-month extension to complete its initial business combination. This payment extends the deadline from September 19, 2025 to October 19, 2025.
The company notes that this is the fourth extension of up to six extensions permitted under its Second Amended and Restated Articles of Association, as amended. The payment creates a direct financial obligation tied to maintaining the SPAC’s ability to seek and close a qualifying business combination.