Monday, July 14, 2025 8:44:05 PM
You missed one thing: GTCH doesn't own Visionwave Technologies (pre-business combination) outright, it owns approximately 26.5% of the issued and outstanding stock of Visionwave as of March 31,2025:
https://www.otcmarkets.com/filing/html?id=18468004&guid=2Fi-kHKnD2NAB3h page 6
You're correct that Visionwave Technologies (pre-business combination) shareholders are being issued 11M shares in the newly formed Visionwave Holdings (post-business combination).
https://www.sec.gov/Archives/edgar/data/2038439/000173112225000587/e6527_s-4a4.htm page 45 listed as "Target" at the top of the table.
There are no shares being given to GTCH shareholders in Visionwave Holdings in the business combination. GTCH will be a shareholder of Visionwave, and if there've been no changes in the ownership or share structure of Visionwave Technologies since March 31, they'll own 2,915,000 shares. Today that stock, trading under the symbol BNIX, tanked from $10 per share down to $3 per share. If that price were to hold as GTCH sold their holdings, it would be $8.7M.
GTCH had over $10M of debt, accounts payable, and other liabilities and recorded no revenue, so if they were to sell those holdings, it would go towards their debt. Those convertible debt holders and insiders owed money would want to be paid.
https://www.otcmarkets.com/filing/html?id=18468004&guid=2Fi-kHKnD2NAB3h pages 2 and 3
Aside from that, looks like nearly every public holder of the SPAC elected to redeem their stock (a good move considering how it has tanked), leaving hardly any cash in the treasury, so it is likely they'll be selling stock very soon.
https://www.otcmarkets.com/filing/html?id=18468004&guid=2Fi-kHKnD2NAB3h page 6
You're correct that Visionwave Technologies (pre-business combination) shareholders are being issued 11M shares in the newly formed Visionwave Holdings (post-business combination).
https://www.sec.gov/Archives/edgar/data/2038439/000173112225000587/e6527_s-4a4.htm page 45 listed as "Target" at the top of the table.
There are no shares being given to GTCH shareholders in Visionwave Holdings in the business combination. GTCH will be a shareholder of Visionwave, and if there've been no changes in the ownership or share structure of Visionwave Technologies since March 31, they'll own 2,915,000 shares. Today that stock, trading under the symbol BNIX, tanked from $10 per share down to $3 per share. If that price were to hold as GTCH sold their holdings, it would be $8.7M.
GTCH had over $10M of debt, accounts payable, and other liabilities and recorded no revenue, so if they were to sell those holdings, it would go towards their debt. Those convertible debt holders and insiders owed money would want to be paid.
https://www.otcmarkets.com/filing/html?id=18468004&guid=2Fi-kHKnD2NAB3h pages 2 and 3
Aside from that, looks like nearly every public holder of the SPAC elected to redeem their stock (a good move considering how it has tanked), leaving hardly any cash in the treasury, so it is likely they'll be selling stock very soon.
I swear I’ll never use the phrase “you can’t make this stuff up” ever again after being on the OTC. Apparently you can.
Recent GTCH News
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