---
schema_version: "secwatch.filing_event.v1"
accession: "0001213900-24-011117"
form_type: "8-K"
ticker: null
cik: "0001831006"
company_name: "BlueRiver Acquisition Corp."
filed_at: "2024-02-07T23:59:59+00:00"
generated_at: "2026-06-06T07:14:50.776217+00:00"
event_type: "other_material"
sentiment: "negative"
materiality_score: 0.75
calibrated_materiality_score: 0.75
confidence: "high"
source: SEC EDGAR
---

# BlueRiver receives NYSE American delisting notice; shareholders approve extension to May 2, 2024

## Summary
- NYSE American commenced delisting proceedings for failing to complete business combination within 36 months.
- Company has right to review by Feb 9, 2024 and intends to request such review.
- Shareholders approved extension of corporate life from Feb 2, 2024 up to May 2, 2024 via monthly deposits.
- Merger Agreement termination date extended from Feb 2, 2024 to March 31, 2024.
- Extension Proposal passed: 8,940,790 votes for, 604 against, 0 abstain; quorum of 90.68% present.

## SEC filing metadata
- accession: 0001213900-24-011117
- form_type: 8-K
- cik: 0001831006
- company_name: BlueRiver Acquisition Corp.
- filed_at: 2024-02-07T23:59:59+00:00
- event_type: other_material
- sentiment: negative
- materiality_score: 0.75
- calibrated_materiality_score: 0.75
- confidence: high
- sec_items: 1.01, 3.01, 5.03, 5.07, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1831006/000121390024011117/0001213900-24-011117-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1831006/000121390024011117/ea192800-8k_blueriver.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001213900-24-011117
- JSON: https://secwatch.observer/filing/0001213900-24-011117.json
- Plain text: https://secwatch.observer/filing/0001213900-24-011117.txt

## Key facts
- Governance Changes
  BlueRiver Acquisition Corp.: Extension of termination date to May 2, 2024 via amendment to memorandum and articles of association (effective 2024-02-02).
  - Change: charter amendment
  - Effective: 2024-02-02
  source text: A copy of the Amendment of the Company’s Amended and Restated Memorandum and Articles of Association as adopted on February 2, 2024 by special resolution of the shareholders is attached to this Current Report on Form 8-K as Exhibit 3.1 and is incorporated herein by reference.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1831006/000121390024011117/0001213900-24-011117-index.htm
- Material Agreements
  BlueRiver Acquisition Corp. amended Amendment to Agreement and Plan of Merger with Spinal Stabilization Technologies, LLC valued at Amendment extending termination date from February 2, 2024 to March 31, 2024 (effective 2024-02-02).
  - Action: amendment
  - Agreement: merger
  - Counterparty: Spinal Stabilization Technologies, LLC
  - Value: Amendment extending termination date from February 2, 2024 to March 31, 2024
  - Effective: 2024-02-02
  source text: On February 2, 2024, the parties to the Merger Agreement entered into that certain Amendment to Agreement and Plan of Merger (the “ Amendment ”) pursuant to which the parties agreed to extend the date on which the Merger Agreement may be terminated by the parties if the Closing (as defined in the Merger Agreement) has not occurred from February 2, 2024 until March 31, 2024.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1831006/000121390024011117/0001213900-24-011117-index.htm
- Shareholder Votes
  BlueRiver Acquisition Corp. shareholders approved Extension Proposal to amend the amended and restated memorandum and articles of association to extend the termination date from February 2, 2024 to May 2, 2024 at the 2024-02-02 meeting.
  - Proposal: charter amendment
  - Outcome: passed
  - Meeting: 2024-02-02
  source text: Shareholders voted to approve the Extension Proposal. The proposal received the following final voting results: For Against Abstain 8,940,790 604 0
  evidence_url: https://www.sec.gov/Archives/edgar/data/1831006/000121390024011117/0001213900-24-011117-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.