BACC · Blue Acquisition Corp/Cayman
Substantial doubt about the company's ability to continue as a going concern.
“These conditions, among others, raise substantial doubt about the Company's ability to continue as a going concern one year from the date that the accompanying unaudited condensed financial statements were issued. Management plans to consummate an initial Business Combination prior to the end of the Combination Period. No adjustments have been made to the carrying amounts of assets or liabilities in the accompanying unaudited condensed financial statement should the Company be required to liquidate after March 16, 2027. There can be no assurance that the Company's plans to raise capital or to consummate an initial Business Combination, including the Blockfusion Business Combination, will be successful.”View the 10-Q filed May 11, 2026
Trades by corporate insiders — officers, directors and holders of more than 10% of the shares — disclosed to the SEC on Forms 3, 4 and 5. Form 4 must be filed within two business days of the trade.
| Date | Insider | Role | Type | Security | Shares |
|---|---|---|---|---|---|
| 2026-06-16 | Seth Ketan |
10% Owner |
Other↓
Filing footnotes — Rights to receive Class A ordinary shares (Indirect)
Represents the 39,100 Class A ordinary shares, which may be acquired by Sponsor upon the conversion of 391,000 rights (included in the Sponsor's private placement units) upon consummation of the Issuer's initial business combination. As described in the Registration Statement on Form S-1 for the initial public offering of the securities of the Issuer (File No. 333-287281) (the "Registration Statement") under the heading "Description of Securities-Share Rights," each right will automatically convert into one-tenth (1/10) of one Class A ordinary share upon consummation of the Issuer's initial business combination, subject to certain adjustments described therein. No fractional Class A ordinary shares will be issued upon conversion of such rights. On June 16, 2026, Ketan Seth, the former Chief Executive Officer of Blue Acquisition Corp. (the "Issuer") (a position from which Mr. Seth resigned as of June 9, 2026), resigned from his position as the managing member of Blue Holdings Management LLC ("BHM"), the managing member of Blue Holdings Sponsor LLC ("Sponsor"), and forfeited and surrendered to BHM any and all rights, tile or interest in and to any membership units of BHM and any securities of the Issuer, including, without limitation, any right, title or interest to or in any securities of the surviving public company upon and after the consummation (the "Closing"), if any, of the proposed business combination transaction between the Issuer and Blockfusion USA, Inc. Upon the resignation and forfeiture by Ketan Seth, he owns no Class A ordinary shares, Class B ordinary shares or any other securities convertible into Class A or Class B ordinary shares of the Issuer. |
Rights to receive Class A ordinary shares
(I)
|
391,000 |
| 2026-06-16 | Seth Ketan |
10% Owner |
Other↓
Filing footnotes — Class B ordinary shares (Indirect)
Represents 6,769,913 Class B ordinary shares held by the Sponsor acquired pursuant to a subscription agreement by and between the Issuer and the Sponsor. As described in the Registration Statement under the heading "Description of Securities--Founder Shares," the Class B ordinary shares will automatically convert into shares of Class A ordinary shares at the time of the Issuer's initial business combination, or at any time prior to the Issuer's initial business combination, at the option of the holder, on a one-for-one basis, subject to certain adjustments. On June 16, 2026, Ketan Seth, the former Chief Executive Officer of Blue Acquisition Corp. (the "Issuer") (a position from which Mr. Seth resigned as of June 9, 2026), resigned from his position as the managing member of Blue Holdings Management LLC ("BHM"), the managing member of Blue Holdings Sponsor LLC ("Sponsor"), and forfeited and surrendered to BHM any and all rights, tile or interest in and to any membership units of BHM and any securities of the Issuer, including, without limitation, any right, title or interest to or in any securities of the surviving public company upon and after the consummation (the "Closing"), if any, of the proposed business combination transaction between the Issuer and Blockfusion USA, Inc. Upon the resignation and forfeiture by Ketan Seth, he owns no Class A ordinary shares, Class B ordinary shares or any other securities convertible into Class A or Class B ordinary shares of the Issuer. |
Class B ordinary shares
(I)
|
6,769,913 |
| 2026-06-16 | Seth Ketan |
10% Owner |
Other↓
Filing footnotes — Class A ordinary shares (Indirect)
On June 16, 2026, Ketan Seth, the former Chief Executive Officer of Blue Acquisition Corp. (the "Issuer") (a position from which Mr. Seth resigned as of June 9, 2026), resigned from his position as the managing member of Blue Holdings Management LLC ("BHM"), the managing member of Blue Holdings Sponsor LLC ("Sponsor"), and forfeited and surrendered to BHM any and all rights, tile or interest in and to any membership units of BHM and any securities of the Issuer, including, without limitation, any right, title or interest to or in any securities of the surviving public company upon and after the consummation (the "Closing"), if any, of the proposed business combination transaction between the Issuer and Blockfusion USA, Inc. Upon the resignation and forfeiture by Ketan Seth, he owns no Class A ordinary shares, Class B ordinary shares or any other securities convertible into Class A or Class B ordinary shares of the Issuer. Reflects the 391,000 Class A ordinary shares of the Issuer that are included in the 391,000 private placement units of the Issuer purchased by Sponsor. Each private placement unit was purchased for $10 per unit and consists of one Class A ordinary share and one right to receive one-tenth (1/10) of one Class A ordinary share upon consummation of the Issuer's initial business combination. |
Class A ordinary shares
(I)
|
391,000 |
| 2025-06-16 | Blue Holdings Sponsor LLC |
10% Owner |
Buy↑
Filing footnotes — Rights to receive Class A ordinary shares (Direct)
Represents the 39,100 Class A ordinary shares, which may be acquired by Sponsor upon the conversion of 391,000 rights (included in the Sponsor's private placement units) upon consummation of the registrant's initial business combination. As described in the Registration Statement under the heading "Description of Securities-Share Rights," each right will automatically convert into one-tenth (1/10) of one Class A ordinary share upon consummation of the Issuer's initial business combination, subject to certain adjustments described therein. No fractional Class A ordinary shares will be issued upon conversion of such rights. Excluding 6,769,913 Class B ordinary shares held by the Sponsor acquired pursuant to a subscription agreement by and between the Issuer and the Sponsor. |
Rights to receive Class A ordinary shares
|
391,000 |
| 2025-06-16 | Blue Holdings Sponsor LLC |
10% Owner |
Buy↑
Filing footnotes — Class A ordinary shares (Direct)
Reflects the 391,000 Class A ordinary shares of Blue Acquisition Corp. (the "Issuer") that are included in the 391,000 private placement units of the Issuer purchased by Blue Holdings Sponsor LLC ("Sponsor"). Each private placement unit was purchased for $10 per unit and consists of one Class A ordinary share and one right to receive one-tenth (1/10) of one Class A ordinary share upon consummation of the Issuer's initial business combination. The Sponsor is the record holder of the shares reported herein. Blue Holdings Management LLC is the managing member of the Sponsor. Ketan Seth is the managing member of Blue Holdings Management LLC and holds voting and investment discretion with respect to the Class B ordinary shares held of record by the Sponsor. As such, Mr. Seth may be deemed to have beneficial ownership of the securities held of record by the Sponsor. Mr. Seth disclaims any beneficial ownership except to the extent of their pecuniary interest therein. |
Class A ordinary shares
|
391,000 |
| 2025-06-16 | Blue Holdings Sponsor LLC |
10% Owner |
Buy↑
Filing footnotes — Class A ordinary shares (Direct)
Reflects the 391,000 Class A ordinary shares of Blue Acquisition Corp. (the "Issuer") that are included in the 391,000 private placement units of the Issuer purchased by Blue Holdings Sponsor LLC ("Sponsor"). Each private placement unit was purchased for $10 per unit and consists of one Class A ordinary share and one right to receive one-tenth (1/10) of one Class A ordinary share upon consummation of the Issuer's initial business combination. This filing is being made solely to reflect a change in the beneficial owner of securities held by Blue Holdings Sponsor LLC ("Sponsor"). On June 16, 2026, Ketan Seth, the former Chief Executive Officer of the Issuer (a position from which Mr. Seth resigned as of June 9, 2026), resigned from his position as the managing member of Blue Holdings Management LLC ("BHM"), the managing member of the Sponsor, and forfeited and surrendered to BHM any and all rights, tile or interest in and to any membership units of BHM and any securities of the Issuer, including, without limitation, any right, title or interest to or in any securities of the surviving public company upon and after the consummation (the "Closing"), if any, of the proposed business combination transaction between the Issuer and Blockfusion USA, Inc. Upon the resignation and forfeiture by Ketan Seth, David Bauer, the Issuer's interim Chief Executive Officer and Chief Financial Officer, was appointed as the managing member of BHM and holds voting and investment discretion with respect to the securities held of record by the Sponsor. As such, Mr. Bauer may be deemed to have beneficial ownership of the securities held of record by the Sponsor. Mr. Bauer disclaims any beneficial ownership except to the extent of his pecuniary interest therein. |
Class A ordinary shares
|
391,000 |
| 2025-06-12 | Ferrari Dario Dino |
Director |
Other↑
|
No Securities Owned
|
0 |
| 2025-06-12 | Clark Wesley |
Director |
Other↑
|
No Securities Owned
|
0 |
| 2025-06-12 | Bauer David Raphael |
Director, Chief Financial Officer |
Other↑
|
No Securities Owned
|
0 |
| 2025-06-12 | Moritsugu Kenneth |
Director |
Other↑
|
No Securities Owned
|
0 |
| 2025-06-12 | Qureshi Nadim Z |
Director |
Other↑
|
No Securities Owned
|
0 |