Allegro Merger Corp.
Allegro Merger Corp., a blank-check company that liquidated its trust and delisted in 2020, filed its Q3 2026 10-Q. The company reported a net loss of $1,412,459 for the quarter (vs. $5,700 in Q3 2025), driven entirely by operating and merger-related costs tied to the now-terminated SeeQC merger. Cash stands at just $7,076 against a working capital deficit of $2,626,207. The SeeQC Merger Agreement was terminated effective August 25, 2026, replaced by a Termination Agreement that entitles Allegro to up to $2 million in expense reimbursement and $6 million in SeeQC shares — but only if SeeQC completes a qualifying Trigger Event.
- Net loss of $1,412,459 for Q3 2026 vs. $5,700 in Q3 2025, driven by merger-related costs.
- Working capital deficit of $2,626,207 as of September 30, 2026, with only $7,076 in cash.
- SeeQC merger agreement terminated effective August 25, 2026; company may receive up to $2M in expense reimbursement plus $6M in SeeQC shares upon a Trigger Event.
- Management expresses substantial doubt about ability to continue as a going concern.
- Company is a shell with no revenue; liquidity needs met solely through $146,730 in related-party loans during the nine-month period.
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A post-liquidation SPAC shell with virtually no cash, a terminated merger, and an explicit going-concern warning — the contingent SeeQC payout is the only lifeline.
This is a post-liquidation SPAC shell that redeemed public shares in April 2020 at $10.30/share and was delisted from Nasdaq. The failed SeeQC merger marks its second unsuccessful business combination attempt since dissolution of the trust.
Going concern warning is explicit: cash of $7,076 against a $2.6M working capital deficit, no revenue, and dependence on outside capital. The SeeQC termination leaves the company without a business combination target, and the Termination Agreement's payout is contingent on SeeQC completing a Trigger Event — no guarantee of recovery.