Business Context and Reporting Period
Company: Black Hawk Acquisition Corporation (BKHA)
Filing Type: Form 8-K (Current Report)
Date of Report: April 1, 2026
Reporting Period: Event occurred on March 31, 2026
Business Context: The Company is a Cayman Islands-based special purpose acquisition company (SPAC) with securities listed on the Nasdaq Global Market under symbols BKHAU, BKHA, and BKHAR.
Key Financial Metrics
The filing text does not provide specific values for revenue, profit, cash flow, margins, debt, or liquidity. The report focuses exclusively on listing compliance status.
Market Value of Listed Securities (MVLS): Less than $50,000,000 (average over the last 30 consecutive business days ending March 31, 2026).
Material Changes
- Delisting Notice: On March 31, 2026, the Company received a notice from Nasdaq stating it failed to meet the Market Value of Listed Securities (MVLS) requirement of $50,000,000 under Listing Rule 5450(b)(2)(A).
- Compliance Period: The Company has been granted 180 calendar days, until September 28, 2026, to regain compliance.
- Trading Status: Securities continue to trade uninterrupted on the Nasdaq Global Market; no immediate delisting has occurred.
Outlook, Risks, and Management Commentary
Compliance Requirements: To regain compliance, the Company's MVLS must close at $50,000,000 or more for a minimum of ten consecutive business days. Nasdaq may require up to 20 consecutive business days.
Management Actions: The Company is monitoring its MVLS and considering available options to regain compliance.
Risks and Contingencies:
- Delisting Risk: If compliance is not achieved by September 28, 2026, the Company will receive notification that its securities are subject to delisting.
- Appeal Uncertainty: There is no assurance that an appeal to a Nasdaq Listing Qualifications Panel would be successful.
- Transfer Option: The Company may consider transferring its listing to the Nasdaq Capital Market, subject to meeting those market's requirements.
- General Compliance: There is no assurance the Company will be able to regain compliance with the MVLS Requirement or maintain other applicable listing standards.
Investor Verification Checklist
- Verify the current market capitalization and daily trading volume to assess the feasibility of reaching the $50,000,000 MVLS threshold.
- Monitor for any subsequent announcements regarding a potential transfer to the Nasdaq Capital Market.
- Review the Company's progress toward the September 28, 2026 compliance deadline.
- Check for any shareholder proposals or capital raise activities intended to boost the market value of listed securities.