Exascale Labs Holdings Inc. completed its Business combination on August 27, 2026, and its charter authorizes 300,000,000 capital-stock shares. Investors now have a Delaware corporation with 260,000,000 Class A, 35,000,000 Class B and 5,000,000 Preferred Shares authorized, while a 10,000,000-share incentive plan is available.

Key Highlights

  • HTL International, LLC became the independent registered public accounting firm for the year ending June 30, 2027.
  • BCAR shareholders approved the business combination at an extraordinary meeting held on July 29, 2026.
  • Exascale Labs Holdings Inc. completed its business combination on August 27, 2026.

Exascale Labs Holdings Inc. (NASDAQ: XLAB) completed its business combination on August 27, 2026, becoming a Delaware corporation with authority to issue 300,000,000 capital-stock shares.

Business Combination Closes On August 27

BCAR shareholders approved the transaction at an extraordinary general meeting on July 29, 2026. Before the Acquisition Merger took effect, BCAR moved its corporate domicile from the British Virgin Islands to Delaware through a domestication merger with PubCo, which continued as the surviving corporation. Outstanding BCAR Class A and Class B ordinary shares were cancelled and automatically converted into Class A common stock, subject to the transaction’s stated exclusions. The company’s registered office is at 1521 Concord Pike, Suite 201, Wilmington, County of New Castle, Delaware 19,803.

Capital Structure And Incentive Plan

The amended charter authorizes 260,000,000 Class A common-stock shares, 35,000,000 Class B common-stock shares and 5,000,000 preferred-stock shares. HTL International, LLC was appointed as the independent registered public accounting firm for consolidated financial statements covering the year ending June 30, 2027. Guangdong Prouden CPAs GP was dismissed upon completion of the business combination. Its report on BCAR’s financial statements included an explanatory paragraph concerning going concern, but no adverse opinion, disclaimer, qualification or reportable event was stated.