BYNORDIC ACQUISITION CORPORATION (Exact name of registrant as specified in its charter) | Delaware | 84-4529780 | | --- | --- | | (State or other jurisdiction of | (I.R.S. Employer | | incorporation or organization) | Identification No.) | | c/o Pir 29 | | | Einar Hansens Esplanad 29 | | | 211 13 Malmö | | | Sweden | 211 13 | | (Address of principal executive offices) | (Zip Code) | UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTI ...

Financial Performance - The Company reported a net loss of $206,146 for the three months ended September 30, 2024, with operating costs of $491,087 and federal income taxes of $79,032, partially offset by interest earned of $363,973 [154]. - For the three months ended September 30, 2023, the Company had a net income of $716,325, consisting of earnings on cash and investments in the Trust Account of $1,441,427, offset by operating costs of $430,210 and federal income taxes of $294,892 [156]. - The Company recorded a net loss of $31,965 for the nine months ended September 30, 2024, with operating costs of $1,173,311 and federal income taxes of $282,121, partially offset by interest earned of $1,423,467 [156]. - For the nine months ended September 30, 2023, the company reported a net income of $3,155,803, with earnings on cash and investments in the Trust Account amounting to $5,629,830 [157]. - For the nine months ended September 30, 2024, the company experienced a net loss of $31,965, with cash used in operating activities totaling $1,099,776 [159]. Trust Account and Cash Management - As of September 30, 2024, the company held marketable securities in the Trust Account valued at $11,697,428, primarily invested in U.S. Treasury securities [161]. - The company intends to use substantially all funds in the Trust Account to complete its Business Combination and for working capital to finance operations of target businesses [162]. - As of September 30, 2024, the company had cash of $1,934,857 not held in the Trust Account and a working capital deficit of $6,321,939 [158]. - The Company has deposited an aggregate of $3,141,248 to the Trust Account to extend the Combination Period to December 12, 2024 [150]. Business Combination and Operations - The Company signed a non-binding letter of intent with Sivers Semiconductors AB on August 6, 2024, to merge with Sivers' subsidiary, Sivers Photonics [148]. - The company has until December 12, 2024, to consummate a Business Combination, or it will face mandatory liquidation and dissolution [166]. - The company has not engaged in any operations or generated revenues to date, with activities focused on preparing for a Business Combination [153]. Debt and Liabilities - The Company issued a convertible promissory note to the Sponsor for $1,725,000 on May 9, 2023, and an additional $625,000 note in August 2023 for extension funding [140][141]. - The company borrowed $5,935,000 through Convertible and Non-convertible Promissory Notes to extend the Combination Period to December 12, 2024 [165]. - The company has no long-term debt or capital lease obligations, with outstanding promissory notes to the Sponsor totaling $5,935,000 [169]. - The Company recorded a 1% excise tax liability of $1,455,846 on the balance sheet as of the redemption date in August 2023 [136]. Compliance and Shareholder Information - Nasdaq notified the Company on April 10, 2024, regarding non-compliance with the minimum 400 total shareholders requirement, but compliance was regained by September 5, 2024 [151][152]. - As of August 2023, the Company redeemed 13,663,728 Public Shares at approximately $10.65 per share, totaling $145,585,000, leaving approximately $38,211,000 in the Trust Account [135]. Underwriting and Fees - The underwriters are entitled to a deferred underwriting discount of 3.5% of the gross proceeds of the IPO, amounting to $6,037,500, upon completion of the business combination [170].

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (MARK ONE) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended June 30, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-41273 BYNORDIC ACQUISITION CORPORATION (Exact Name of Registrant as Specified in Its Charter) | --- | --- | |------------------------------- ...

Merger Expected to Unlock Significant Value and Create Independent US NASDAQ traded Photonics Company KISTA, Sweden, Aug. 6, 2024 /PRNewswire/ -- Sivers Semiconductors AB (STO: SIVE), a leading supplier of integrated chips and photonics modules for the most advanced communications and sensor solutions, today announced that the Company has entered into a non-binding letter of intent (the "LOI") to merge its Sivers Photonics Ltd subsidiary ("Sivers Photonics") with byNordic Acquisition Corporation ("byNordic" ...

NEW YORK, Aug. 06, 2024 (GLOBE NEWSWIRE) -- byNordic Acquisition Corporation (("byNordic", NASDAQ:BYNO), a publicly traded special purpose acquisition company, has signed a non-binding Letter of Intent (LOI) with Sivers Semiconductors AB ("Sivers", STO: SIVE), a leading supplier of wireless and photonic integrated chips and modules for communications and sensor solutions, to merge its wholly owned Sivers Photonics Ltd subsidiary ("Sivers Photonics") with byNordic. Sivers Photonics designs and manufactures a ...

| --- | --- | --- | --- | --- | |-------------------------------------------------------------------------------------------------|-----------|-----------------------------|-------|---------------------| | General and administrative support fees | | March \n2024 \n$ 30,000 | \n $ | 31, \n2023 \n30,000 | | Franchise taxes | | 45,600 | | 54,158 | | Insurance | | 44,748 | | 87,964 | | Listing and filing fees | | 58,233 | | 52,386 | | Other operating costs | | 152,260 | | 290,734 | | Total loss from operations ...

14 If we do not consummate our initial business combination by the deadline set forth in our amended and restated certificate of incorporation, we expect that all costs and expenses associated with implementing our plan of dissolution, as well as payments to any creditors, will be funded from amounts remaining out of the approximately $1,880,000 of cash held outside the trust account, although we cannot assure you that there will be sufficient funds for such purpose. We will depend on sufficient interest be ...

New York, NY, Feb. 09, 2024 (GLOBE NEWSWIRE) -- byNordic Acquisition Corporation (NASDAQ: BYNO ("BYNO" or the "Company"), a special purpose acquisition company, announced today that the Company has timely deposited into the Company's trust account (the "Trust Account"), an aggregate of $105,000, in order to extend the period of time the Company has to complete a business combination for an additional one (1) month period, from February 12, 2024 to March 12, 2024 (the "Extension"). The Extension is the first ...

FORM 10-Q Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See definitions of "large accelerated filer", "accelerated filer", "smaller reporting company", and "emerging growth company" in Rule 12b-2 of the Exchange Act. The accompanying notes are an integral part of the unaudited condensed financial statements. FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2023 5 BYNORDIC ...

On August 16, 2022, the Inflation Reduction Act of 2022 (the "IR Act") was signed into federal law. The IR Act provides for, among other things, a new U.S. federal 1% excise tax on certain repurchases of stock by publicly traded U.S. domestic corporations and certain U.S. domestic subsidiaries of publicly traded foreign corporations occurring on or after January 1, 2023 (the "Excise Tax"). The Excise Tax is imposed on the repurchasing corporation itself, not its shareholders from which shares are repurchase ...