Announcement • May 16
Eight Directions Technology Limited entered into an Agreement and Plan of Merger to acquire Quartzsea Acquisition Corporation (NasdaqGM:QSEA) for approximately $520 million in a reverse merger transaction. Eight Directions Technology Limited entered into an Agreement and Plan of Merger to acquire Quartzsea Acquisition Corporation (NasdaqGM:QSEA) for approximately $520 million in a reverse merger transaction on May 13, 2026. Under the agreement, each issued and outstanding ordinary share of Eight Directions Technology will be cancelled in exchange for the right to receive the applicable portion of Purchaser Class A Ordinary Shares or the Class B ordinary shares of the Purchaser, based on an agreed pre-money equity valuation of Eight Directions Technology of approximately $515 million. Quartzsea will merge with and into the Purchaser, with the Purchaser surviving as the publicly traded company. In case of termination, the breaching party or the delaying party shall pay a termination fee of $0.5 million.
The Proposed Transaction, which has been approved by the boards of directors of both Quartzsea and Eight Directions, is subject to regulatory approvals, the approvals by the shareholders of Quartzsea and Eight Directions, respectively, and the satisfaction of certain other customary closing conditions, including, among others, a registration statement, of which the proxy statement/prospectus forms a part, being declared effective by the U.S. Securities and Exchange Commission, lock-up agreement, and the approval by Nasdaq of the listing application of the combined company.
Cassi Olson of Celine & Partners, PLLC acted as legal advisor for Quartzsea Acquisition Corporation. Elizabeth Fei Chen of Pryor Cashman LLP acted as legal advisor for Eight Directions Technology Limited. Chain Stone Capital Limited acted as financial advisor for Eight Directions Technology Limited. Ogier acted as legal advisor for Quartzsea Acquisition Corporation. Announcement • Apr 16
Quartzsea Acquisition Corporation announced delayed 10-Q filing On 04/14/2026, Quartzsea Acquisition Corporation announced that they will be unable to file their next 10-Q by the deadline required by the SEC. Announcement • Mar 19
Broadway Technology Inc. cancelled the acquisition of Quartzsea Acquisition Corporation (NasdaqGM:QSEA) from Blue Jay Investment LLC and others in a reverse merger transaction. Broadway Technology Inc. entered into an Agreement and Plan of Merger to acquire Quartzsea Acquisition Corporation (NasdaqGM:QSEA) from Blue Jay Investment LLC and others for $520 million in a reverse merger transaction on June 6, 2025. The aggregate consideration to be paid to Broadway Tech shareholders for the Acquisition Merger is $520 million, payable in newly issued Purchaser Ordinary Shares equal to $520 million divided by $10.00 per share (the “Closing Payment Shares"). Buy and sell side termination fee is $0.5 million. Upon the closing of the Transaction, the combined company Cuisine Universal expects to be Nasdaq-listed under the ticker symbol “CUPS".
The transaction is subject to Broadway Tech and Quartzsea receiving approval from their respective shareholders to the transactions, the SEC shall have declared the Registration Statement effective, all necessary governmental approvals have been received in form and substance reasonably satisfactory, and additional listing application for the Closing Payment Shares shall have been approved by Nasdaq. The Transaction has been unanimously approved by the boards of directors of both Quartzsea and Gaokai.
Cassi Olson of Celine & Partners, PLLC, Ogier Global (Cayman) Limited, and B&D Law Firm serve as legal counsel to Quartzsea Acquisition Corporation. Elizabeth Fei Chen of Pryor Cashman LLP, Harney Westwood & Riegels, and Jingtian & Gongcheng, PLLC serve as legal counsel to Gaokai. Chain Stone Capital Limited (CTM) serves as the financial advisor to Gaokai.
Broadway Technology Inc. cancelled the acquisition of Quartzsea Acquisition Corporation (NasdaqGM:QSEA) from Blue Jay Investment LLC and others in a reverse merger transaction on March 17, 2026. Due to the prolonged CSRC approval process and regulatory uncertainty, Broadway Technology Inc. has determined not to proceed with the Proposed Transaction.