공시 • Jun 20
SEE ID, Inc. completed the acquisition of ShoulderUp Technology Acquisition Corp. (OTCPK:SUAC) from a group of shareholders in a reverse merger transaction.
SEE ID, Inc. entered into a non-binding letter of intent to acquire ShoulderUp Technology Acquisition Corp. (OTCPK:SUAC) from a group of shareholders in a reverse merger transaction on November 21, 2023. SEE ID, Inc. entered into a definitive agreement to acquire ShoulderUp Technology Acquisition Corp. (OTCPK:SUAC) from a group of shareholders in a reverse merger transaction for enterprise value of approximately $130 million on March 18, 2024. After closing, a newly formed parent company of SEE ID will become a publicly traded company, and its common stock is expected to be listed on the Nasdaq under the symbol “DAIC.”. The Company further announced today that upon the closing, Phyllis Newhouse, Holly Grey, Joanna Burkey, Jeff Saling, Dr. Sheldon Paul, Dr. David Carlson and Ed Nabrotzky are expected to join Dot Ai’s Board of Directors. Additional board members are expected to be announced at a later date. The transaction, which has been unanimously approved by the Board of Directors ShoulderUp, is subject to approval by ShoulderUp’s and SEE ID’s shareholders. The transaction is expected to be completed in the second quarter of 2024, subject to regulatory approvals and other customary closing conditions and completion of the Business Combination may be subject to, among other things, the clearance by antitrust and competition authorities pursuant to applicable antitrust laws and regulations, the effectiveness of the S-4 Registration Statement, Holdings’ shall be listed on, and in compliance with requirements of, Nasdaq and a supplemental listing shall have been filed with Nasdaq and be effective as of the Closing Date and Holdings shall not have received any notice of non-compliance therewith, and the Aggregate Merger Consideration having been approved for listing. On January 16, 2025, the Securities and Exchange Commission declared effective the Registration Statement for this transaction. In connection with the Closing, the resulting company is expected to be listed on Nasdaq under the ticker symbol “DAIC" and is expected to complete in the second half of 2024. On December 30, 2024, ShoulderUp shareholder approved an amendment to the Company’s Amended and Restated Certificate of Incorporation that extends the date by which the Company must consummate a business combination from December 31, 2024 to January 24, 2025. On January 24, 2025, ShoulderUp held a special meeting of stockholders at which, the Company’s stockholders approved an amendment to the Company’s Amended and Restated Certificate of Incorporation that extends the date by which the Company must consummate a business combination from January 24, 2025 to February 24, 2025. On February 12, 2025 ShoulderUp Technology Acquisition shareholders approved the transaction.
Krisanne Cunningham of Rice Reuther Sullivan & Carroll LLP and Amy Bowler of Holland & Hart LLP served as legal counsel to SEE ID. Gerry Williams and Penny J. Minna of DLA Piper LLP (US) served as legal counsels to ShoulderUp Technology Acquisition Corp. Continental Stock Transfer & Trust Company acted as transfer agent to ShoulderUp Technology Acquisition Corp. Cohen & Company Capital Markets, LLC acted as financial advisor to ShoulderUp Technology Acquisition Corp.
SEE ID, Inc. completed the acquisition of ShoulderUp Technology Acquisition Corp. (OTCPK:SUAC) from a group of shareholders in a reverse merger transaction on June 20, 2025.