byNordic Acquisition Corp Files 2023 Annual Report on Form 10-K

TL;DR

<b>byNordic Acquisition Corp has filed its 2023 annual report detailing its financial status and registered securities.</b>

AI Summary

byNordic Acquisition Corp (BYNOW) filed a Annual Report (10-K) with the SEC on April 2, 2024. byNordic Acquisition Corp filed its annual report for the fiscal year ended December 31, 2023. The company is registered in Delaware with IRS Employer Identification No. 84-4529780. Its principal executive offices are located at Einar Hansens Esplanad 29, Malmo, Sweden. Securities registered include Units (BYNOU), Class A common stock (BYNO), and redeemable warrants (BYNOW) on The Nasdaq Stock Market LLC. The company has submitted all required reports for the preceding 12 months and has been subject to filing requirements for the past 90 days.

Why It Matters

For investors and stakeholders tracking byNordic Acquisition Corp, this filing contains several important signals. This filing provides a comprehensive overview of byNordic Acquisition Corp's financial performance and corporate structure for the fiscal year 2023. Investors and stakeholders can use this report to assess the company's compliance and the status of its listed securities on the Nasdaq.

Risk Assessment

Risk Level: low — byNordic Acquisition Corp shows low risk based on this filing. The filing is a standard 10-K for a SPAC, indicating routine compliance rather than significant operational or financial events.

Analyst Insight

Monitor future filings for updates on business combination activities or financial performance.

Key Numbers

• 20231231 — Fiscal Year End (The report covers the fiscal year ended December 31, 2023.)
• 001-41273 — Commission File Number (The SEC file number for byNordic Acquisition Corp.)
• 84-4529780 — IRS Employer Identification No. (The company's IRS EIN.)
• 11.50 — Warrant Exercise Price (The exercise price for each whole warrant.)

Key Players & Entities

• byNordic Acquisition Corp (company) — Filer of the 10-K report.
• The Nasdaq Stock Market LLC (company) — Exchange where company's securities are registered.
• Delaware (jurisdiction) — State of incorporation.
• Malmo, Sweden (location) — Location of principal executive offices.
• BYNOU (ticker) — Trading symbol for Units.
• BYNO (ticker) — Trading symbol for Class A common stock.
• BYNOW (ticker) — Trading symbol for redeemable warrants.

FAQ

Industry Context

byNordic Acquisition Corp is a special purpose acquisition company (SPAC) focused on identifying and completing a business combination.

Regulatory Implications

The filing is made under the Securities Exchange Act of 1934, requiring regular reporting for publicly traded companies.

What Investors Should Do

1. Review the full 10-K for detailed financial statements and management's discussion.
2. Track any announcements regarding potential business combinations.
3. Monitor the trading activity of BYNOU, BYNO, and BYNOW on Nasdaq.

Key Dates

• 2023-12-31: Fiscal Year End — Marks the end of the reporting period for the 10-K.
• 2024-04-02: Filing Date — Date the 10-K was filed with the SEC.

Year-Over-Year Comparison

This is the annual report for the fiscal year ended December 31, 2023, following previous filings.

Key Financial Figures

• $0 — hare of Class A common stock, par value $0.0001, and one-half of one redeemable wa
• $0.0001 B — et LLC Class A common stock, par value $0.0001 BYNO The Nasdaq Stock Market LLC Redeema
• $11.50 B — A common stock at an exercise price of $11.50 BYNOW The Nasdaq Stock Market LLC Secur
• $10.59 — lass A common stock on June 30, 2023 of $10.59). As of March 26, 2024, there were (i)
• $0.0001 — mpany's Class A common stock, par value $0.0001 per share, and (ii) 5,750,000 shares of
• $175,950,000 — Chase Bank, N.A. in which an amount of $175,950,000 from the net proceeds of the sale of th
• $11.50 — e one share of Class A common stock for $11.50 per whole share. The units were sold at
• $10.00 — hare. The units were sold at a price of $10.00 per unit, generating gross proceeds to
• $150,000,000 — nit, generating gross proceeds to us of $150,000,000. Simultaneously with the closing of th
• $8,500,000 — ate share, generating gross proceeds of $8,500,000. We granted the underwriters in the in
• $22,500,000 — 250,000 units, generating an additional $22,500,000 of gross proceeds to us from the initia
• $900,000 — private share, generating an additional $900,000 of gross proceeds. Of the gross procee
• $0.10 — h First Termination Date, an additional $0.10 per unit offered in our initial public
• $1,725,000 — offered in our initial public offering ($1,725,000) in exchange for a non-interest bearing
• $105,000 — nto the trust account the lesser of (i) $105,000 or (ii) $0.04 per outstanding public sh

Filing Documents

• ea0201976-10k_bynordic.htm (10-K) — 890KB
• ea020197601ex4-1_bynor.htm (EX-4.1) — 26KB
• ea020197601ex31-1_bynor.htm (EX-31.1) — 12KB
• ea020197601ex31-2_bynor.htm (EX-31.2) — 12KB
• ea020197601ex32-1_bynor.htm (EX-32.1) — 4KB
• ea020197601ex32-2_bynor.htm (EX-32.2) — 4KB
• ea020197601ex97_bynordic.htm (EX-97.) — 28KB
• 0001213900-24-029324.txt (&nbsp;) — 4863KB
• byno-20231231.xsd (EX-101.SCH) — 48KB
• byno-20231231_cal.xml (EX-101.CAL) — 29KB
• byno-20231231_def.xml (EX-101.DEF) — 260KB
• byno-20231231_lab.xml (EX-101.LAB) — 418KB
• byno-20231231_pre.xml (EX-101.PRE) — 249KB
• ea0201976-10k_bynordic_htm.xml (XML) — 379KB

Business

Business 1 Item 1A.

Risk Factors

Risk Factors 18 Item 1B. Unresolved Staff Comments 22 Item 1C. Cybersecurity 22 Item 2.

Properties

Properties 22 Item 3.

Legal Proceedings

Legal Proceedings 22 Item 4. Mine Safety Disclosures 22 PART II Item 5. Market for Registrant's Common Equity, Related Stockholder Matters, and Issuer Purchases of Equity Securities 23 Item 6. Reserved 24 Item 7.

Management's Discussion and Analysis of Financial Condition and Results of Operations

Management's Discussion and Analysis of Financial Condition and Results of Operations 24 Item 7A.

Quantitative and Qualitative Disclosures about Market Risk

Quantitative and Qualitative Disclosures about Market Risk 28 Item 8.

Financial Statements and Supplementary Data

Financial Statements and Supplementary Data 28 Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure 28 Item 9A.

Controls and Procedures

Controls and Procedures 28 Item 9B. Other Information 29 Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections 29 PART III Item 10. Directors, Executive Officers and Corporate Governance 30 Item 11.

Executive Compensation

Executive Compensation 36 Item 12.

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters 37 Item 13. Certain Relationships and Related Transactions, and Director Independence 38 Item 14 . Principal Accountant Fees and Services 42 PART IV Item 15. Exhibit and Financial Statement Schedules 43 Item 16. Form 10-K Summary 43 i CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS This Report (as defined below), including, without limitation, statements under "Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations," includes forward-looking below). These forward-looking statements can be identified by the use of forward-looking terminology, including the words "believes," "estimates," "anticipates," "expects," "intends," "plans," "may," "will," "potential," "projects," "predicts," "continue," or "should," or, in each case, their negative or other variations or comparable terminology. There can be no assurance that actual results will not materially differ from expectations. Such statements include, but are not limited to, any statements relating to our ability to consummate any acquisition or other business combination and any other statements that are not statements of current or historical facts. These statements are based on management's current expectations, but actual results may differ materially due to various factors, including, but not limited to: we are a newly formed company without an operating history; our public stockholders may experience delay in receiving distributions from our trust account; our public stockholders may have a lack of opportunity to vote on our proposed business combination; the lack of protections afforded to investors of blank check companies; any deviation from our acquisition criteria; our issuance of equity and/or debt secur

Business

Item 1. Business. Overview We are a blank check company incorporated as a Delaware corporation formed for the purpose of effecting our business combination. While we may pursue an acquisition opportunity in any business, industry, sector or geographical location, we have focused and will continue to focus on industries that complement our management team's background, and to capitalize on the ability of our management team to identify and acquire a business focusing on technology growth companies in the northern part of Europe, including the Nordic and Scandinavian countries, the Baltic states, United Kingdom and Ireland, Germany, France and the Benelux countries, where our management team has extensive experience. In particular, we have prioritized and will continue to prioritize companies in the financial technology ("FinTech") sector and within the northern part of Europe where we believe there to be many potential targets, along with a secondary focus on other high-performing technology companies in the northern part of Europe. Initial Public Offering On February 11, 2022, we consummated our initial public offering of 15,000,000 units. Each unit consists of one share of Class A common stock, and one-half of one redeemable warrant of the Company, with each warrant entitling the holder thereof to purchase one share of Class A common stock for $11.50 per whole share. The units were sold at a price of $10.00 per unit, generating gross proceeds to us of $150,000,000. Simultaneously with the closing of the initial public offering, we completed the private sale of an aggregate of 850,000 shares of Class A common stock to our sponsor, byNordic Holdings and byNordic Holdings II at a purchase price of $10.00 per private share, generating gross proceeds of $8,500,000. We granted the underwriters in the initial public offering a 45-day option to purchase up to 2,250,000 additional units to cover over-allotments, if any, in connection with the initial public offeri

View Full Filing

View this 10-K filing on SEC EDGAR