byNordic Acquisition Corp Files DEF 14A Proxy Statement

TL;DR

byNordic Acquisition Corp filed its DEF 14A proxy statement on 7/18/24. Get ready to vote.

AI Summary

byNordic Acquisition Corp filed a definitive proxy statement (DEF 14A) on July 18, 2024, for its fiscal year ending December 31, 2024. The company, incorporated in Delaware, is involved in the 'Blank Checks' industry (SIC code 6770). The filing is related to the Securities Exchange Act of 1934 and has SEC file number 001-41273.

Why It Matters

This filing provides shareholders with important information regarding company matters, including voting rights and corporate governance, ahead of potential shareholder decisions.

Risk Assessment

Risk Level: low — This is a routine DEF 14A filing, which is standard for public companies and does not inherently indicate new risks.

Key Numbers

• 20240807 — Conformed Period of Report (The period the filing pertains to.)
• 1231 — Fiscal Year End (Indicates the end of the company's fiscal year.)

Key Players & Entities

• byNordic Acquisition Corp (company) — Registrant
• 0001213900-24-062630 (filing_id) — Accession Number
• 20240718 (date) — Filing Date
• 6770 (sic_code) — Blank Checks Industry
• 001-41273 (sec_file_number) — SEC File Number

FAQ

Key Financial Figures

• $0.0001 — x2019;s Class B common stock, par value $0.0001 per share (the “ Class B Common
• $0.04 — in an amount equal to the lesser of (i) $0.04 for each outstanding share of Public St
• $50,000 — Redemption (as defined below), and (ii) $50,000, in exchange for a non -interest bearin
• $11.39 — ption price per share was approximately $11.39 (which is expected to be the same appro
• $40,859,880 — t in the Trust Account of approximately $40,859,880 as of July 17, 2024 (including interest
• $11.30 — this proxy statement, was approximately $11.30 per share. If the closing price of the
• $0.09 m — lic Stockholder receiving approximately $0.09 more per share than if the shares were so
• $100,000 — franchise and income taxes (less up to $100,000 of such net interest to pay dissolution

Filing Documents

• ea0208937-04.htm (DEF 14A) — 936KB
• 0001213900-24-062630.txt ( ) — 937KB

From the Filing

DEF 14A 1 ea0208937-04.htm PROXY STATEMENT UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ________________ SCHEDULE 14A ________________ Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant   Filed by a party other than the Registrant   Check the appropriate box:   Preliminary Proxy Statement   Confidential, for Use of the Commission Only (as permitted by Rule 14a -6 (e)(2))   Definitive Proxy Statement   Definitive Additional Materials   Soliciting Material under §240.14a -12 byNordic Acquisition Corporation (Name of Registrant as Specified in Its Charter) _________________________________________________________________ (Name of Person(s) Filing Proxy Statement, if other than the Registrant) Payment of Filing Fee (Check all boxes that apply):   No fee required   Fee paid previously with preliminary materials   Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a -6 (i)(1) and 0 -11   Table of Contents LETTER TO STOCKHOLDERS OF BYNORDIC ACQUISITION CORPORATION c/o Pir 29 Einar Hansens Esplanad 29 211 13 Malmö Sweden Dear byNordic Acquisition Corporation Stockholder: You are cordially invited to attend an annual meeting of byNordic Acquisition Corporation, a Delaware corporation ( the “Company ”), which will be held on August 7, 2024, at 10:00 a.m., Eastern Time, or at such other time, on such other date and at such other place to which the meeting may be postponed or adjourned (the “ Annual Meeting ”). The Company will be holding the Annual Meeting via teleconference using the following dial -in information: Telephone access: Within the U.S. and Canada: 1 877 -853-5257 (toll -free ) 1 888 -475-4499 (toll -free ) Outside of the U.S. and Canada: Hong Kong SAR: +852 3008 3297 or 800 931 645 (Toll Free) China: +86 10 8783 3177 or 400 669 9381 (Toll Free) Meeting ID: 92034983299 Passcode: 430909 The accompanying notice of the Annual Meeting and proxy statement describe the business the Company will conduct at the Annual Meeting and provide information about the Company that you should consider when you vote your shares. As more fully described in the accompanying proxy statement, which is dated July 18, 2024, and is first being mailed to stockholders on or about that date, the Annual Meeting will be held for the purpose of considering and voting on the following proposals (collectively, the “ Proposals ”): 1.        Proposal No. 1 — Extension Amendment Proposal — To amend the Company’s Amended and Restated Certificate of Incorporation to extend the date (the “ Termination Date ”) by which the Company has to consummate a Business Combination (as defined below) (the “ Charter Extension ”) by allowing the Company, through resolution of the board of directors (the “ Board ”) without another stockholder vote, to elect to extend the Termination Date by one month each time from August 12, 2024 to August 12, 2025 (the “ Charter Extension Date ”), or such earlier date as determined by the Board in its sole discretion, unless the closing of a Business Combination shall have occurred prior thereto (the “ Extension Amendment Proposal ”). A copy of the proposed amendment to the Certificate of Incorporation (the “ Extension Amendment ”) is set forth in Annex A to the accompanying proxy statement; 2.        Proposal No. 2 — Directors Proposal — To re -elect five (5) directors to serve for a one year term; 3.        Proposal No. 3 — The Founder Share Amendment Proposal — To amend the Company’s charter to provide for the right of a stockholder of the Company’s Class B common stock, par value $0.0001 per share (the “ Class B Common Stock” or the “Founder Shares” ), to convert into shares of the Company’s Class A common stock, par value $0.0001 per share (the “Class A Common Stock” ) on a one -for-one basis at any time, and from time to time, prior to the closing of a business combination at the election of the holder (the “ Founder Share Amendment ”). A copy of the proposed Founder Share Amendment is set forth in Annex A to the accompanying proxy statement; 4.        Proposal No. 4 — Adjournment Proposal —  To adjourn the Annual Meeting to a later date or dates, if necessary, to permit further solicitation

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View this DEF 14A filing on SEC EDGAR