8-K
filed March 28, 2024, 7:59 PM ET
CIK 0001824884
M&A
confidence high
sentiment neutral
materiality 0.85
Edoc Acquisition Corp.: M&A transaction — Edoc Acquisition closes merger with Australian Oilseeds; now trades as COOT on Nasdaq
Edoc Acquisition Corp.
- Business combination completed March 21, 2024; EDOC merged into Merger Sub, becoming wholly owned subsidiary of Pubco.
- Pubco ordinary shares and warrants began trading on Nasdaq March 22 under symbols COOT and COOTW.
- 650,039 public shares redeemed; post-closing capital: 23,224,102 ordinary shares and 9,629,000 warrants.
- Lock-up waivers permit Sponsor distribution of 1,485,153 insider shares and 414,000 private units; some lock-up restrictions released.
- New Pubco board: Menaka Athukorala, Kevin Chen, Kapil Singh, Gowri Shankar, Gary Seaton; Gary Seaton CEO and Chairman, Bob Wu CFO.
Key facts
Extracted from this filing and checked against the source text.
Executive change
SEC 8-K Item 5.02
confidence 0.95
Gary Seaton was appointed as Chief Executive Officer at Edoc Acquisition Corp..
- Action
- appointed
- Role
- Chief Executive Officer
Exact text from the filing
Gary Seaton as Chief Executive Officer and Chairman and Bob Wu as Chief Financial Officer.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Yan Michael Li departed as director at Edoc Acquisition Corp..
- Action
- ceased
Exact text from the filing
each of Kevin Chen, Bob Ai, Gang Li, Yan Michael Li and Zintao Zheng ceased to be director and/or officers of EDOC.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Gang Li departed as director at Edoc Acquisition Corp..
- Action
- ceased
Exact text from the filing
each of Kevin Chen, Bob Ai, Gang Li, Yan Michael Li and Zintao Zheng ceased to be director and/or officers of EDOC.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Menaka Athukorala was appointed as Director at Edoc Acquisition Corp..
- Action
- appointed
- Role
- Director
Exact text from the filing
Menaka Athukorala, Kevin Chen, Kapil Singh, Gowri Shankar and Gary Seaton were appointed to serve as directors of Pubco
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Bob Ai departed as director at Edoc Acquisition Corp..
- Action
- ceased
Exact text from the filing
each of Kevin Chen, Bob Ai, Gang Li, Yan Michael Li and Zintao Zheng ceased to be director and/or officers of EDOC.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Kevin Chen was appointed as Director at Edoc Acquisition Corp..
- Action
- appointed
- Role
- Director
Exact text from the filing
Menaka Athukorala, Kevin Chen, Kapil Singh, Gowri Shankar and Gary Seaton were appointed to serve as directors of Pubco
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Bob Wu was appointed as Chief Financial Officer at Edoc Acquisition Corp..
- Action
- appointed
- Role
- Chief Financial Officer
Exact text from the filing
Gary Seaton as Chief Executive Officer and Chairman and Bob Wu as Chief Financial Officer.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Gary Seaton was appointed as Chairman at Edoc Acquisition Corp..
- Action
- appointed
- Role
- Chairman
Exact text from the filing
Gary Seaton as Chief Executive Officer and Chairman and Bob Wu as Chief Financial Officer.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Kapil Singh was appointed as Director at Edoc Acquisition Corp..
- Action
- appointed
- Role
- Director
Exact text from the filing
Menaka Athukorala, Kevin Chen, Kapil Singh, Gowri Shankar and Gary Seaton were appointed to serve as directors of Pubco
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Kevin Chen departed as director at Edoc Acquisition Corp..
- Action
- ceased
Exact text from the filing
each of Kevin Chen, Bob Ai, Gang Li, Yan Michael Li and Zintao Zheng ceased to be director and/or officers of EDOC.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Zintao Zheng departed as director at Edoc Acquisition Corp..
- Action
- ceased
Exact text from the filing
each of Kevin Chen, Bob Ai, Gang Li, Yan Michael Li and Zintao Zheng ceased to be director and/or officers of EDOC.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Gary Seaton was appointed as Director at Edoc Acquisition Corp..
- Action
- appointed
- Role
- Director
Exact text from the filing
Menaka Athukorala, Kevin Chen, Kapil Singh, Gowri Shankar and Gary Seaton were appointed to serve as directors of Pubco
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Gowri Shankar was appointed as Director at Edoc Acquisition Corp..
- Action
- appointed
- Role
- Director
Exact text from the filing
Menaka Athukorala, Kevin Chen, Kapil Singh, Gowri Shankar and Gary Seaton were appointed to serve as directors of Pubco
View on SEC.gov
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.9
Edoc Acquisition Corp.: Adopted amended and restated memorandum and articles of association upon consummation of business combination, becoming wholly-owned subsidiary of Pubco.
- Change
- charter amendment
Exact text from the filing
In connection with the consummation of the Business Combination, at the Effective Time of the Business Combination, EDOC adopted an amended and restated memorandum and articles of association which are substantially in the form as described in the Proxy Statement, in accordance with EDOC becoming a wholly-owned subsidiary of Pubco in connection with the Merger.
View on SEC.gov
M&A Transactions
SEC 8-K Item 2.01/5.01
confidence 0.9
Edoc Acquisition Corp. underwent a change of control involving Australian Oilseeds Holdings Limited (closed 2024-03-21).
- Action
- change of control
- Counterparty
- Australian Oilseeds Holdings Limited
- Closing
- 2024-03-21
Exact text from the filing
On March 21, 2024, pursuant to the Business Combination Agreement, the following transactions occurred at the effective time of the Merger (the “Effective Time”): ● EDOC merged with and into Merger Sub, with EDOC continuing as the surviving entity, as a result of which: (i) EDOC became a wholly-owned subsidiary of Pubco, and (ii) each issued and outstanding security of EDOC immediately prior to the Effective Time was automatically be cancelled, in exchange for the right of the holder thereof to receive substantially identical securities of Pubco, and ● Pubco acquired all of the issued and outstanding ordinary shares of AOI (the “Purchased Shares”) from the Sellers in exchange for ordinary shares of Pubco, par value $0.0001 per share (“Pubco Ordinary Shares”)
View on SEC.gov
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