# Bluerock Acquisition Corp. (BLRKW) — merger/spac_merger [pending]
Source: SEC API (secapi.ai) · situation sit_81ca9afc2bc1ee852716 · retrieved 2026-08-11T16:03:00.614Z

## Overview
Bluerock Acquisition Corp. is a blank-check company (SPAC) formed to effect a business combination with an operating company; it is merging with Yellow.ai, an AI-powered conversational platform provider.

On July 31, 2026, Bluerock Acquisition Corp. (a Cayman Islands exempted company), Bitonic Technology Labs Inc. d/b/a Yellow.ai (a Delaware corporation), and BLRK Merger Sub Inc. (a Delaware corporation) entered into a business combination agreement. The transaction will result in Bluerock domesticating from the Cayman Islands to Delaware and changing its name to "Yellow.ai" (the "Pubco"), while Merger Sub merges with and into Yellow, with Yellow surviving as a direct wholly-owned subsidiary of Pubco. The filing indicates this is a SPAC business combination, with Bluerock serving as the blank-check acquisition vehicle and Yellow.ai as the target company.

## Terms
- Counterparty: Bitonic Technology Labs Inc. d/b/a Yellow.ai · Deal value: $300.0M · Price/share: $10

## Key dates
- Announced 2026-08-03

## Timeline
- 2026-08-03 · 425 (0001213900-26-084286): 425 - Bluerock Acquisition Corp. — *Yellow.ai (Bitonic Technology Labs Inc. d/b/a Yellow.ai) is a Delaware corporation engaged in AI and technology services; specific business operations are not detailed in the filing excerpt provided.* On July 31, 2026, Bluerock Acquisition Corp. (a Cayman Islands exempted company that will domesticate as a Delaware corporation) entered into a Business Combination Agreement with Bitonic Technology Labs Inc. d/b/a Yellow.ai and BLRK Merger Sub Inc. Under the agreement, Merger Sub will merge with and into Yellow, with Yellow surviving as a direct wholly-owned subsidiary of Bluerock (to be renamed Yellow.ai). The transaction is expected to close in the second half of 2026, subject to shareholder approval and customary closing conditions. The Aggregate Consideration is valued at $300,000,000 (calculated as $300,000,000 divided by $10.00 per share), to be paid in shares of Pubco Common Stock based on the Per Share Merger Consideration formula. Additionally, Bluerock will contribute Available Closing Cash from its trust account and PIPE investments to Yellow, and the parties have agreed to a 2026 Milestone Equity Plan providing up to 17,500,000 shares of Pubco Common Stock upon achievement of revenue and stock price targets.
  https://www.sec.gov/Archives/edgar/data/2081532/0001213900-26-084286.txt
- 2026-08-05 · 425 (0001213900-26-085814): 425 - Bluerock Acquisition Corp. — *Bluerock Acquisition Corp. is a blank-check company (SPAC) formed to effect a business combination with an operating company; it is merging with Yellow.ai, an AI-powered conversational platform provider.* On July 31, 2026, Bluerock Acquisition Corp. (a Cayman Islands exempted company), Bitonic Technology Labs Inc. d/b/a Yellow.ai (a Delaware corporation), and BLRK Merger Sub Inc. (a Delaware corporation) entered into a business combination agreement. The transaction will result in Bluerock domesticating from the Cayman Islands to Delaware and changing its name to "Yellow.ai" (the "Pubco"), while Merger Sub merges with and into Yellow, with Yellow surviving as a direct wholly-owned subsidiary of Pubco. The filing indicates this is a SPAC business combination, with Bluerock serving as the blank-check acquisition vehicle and Yellow.ai as the target company.
  https://www.sec.gov/Archives/edgar/data/2081532/0001213900-26-085814.txt

## Citations
- 0001213900-26-084286 — https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&type=&dateb=&owner=include&count=40&search_text=000121390026084286
- 0001213900-26-085814 — https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&type=&dateb=&owner=include&count=40&search_text=000121390026085814