Compass Digital Acquisition Corp. - Form 8-K Filing

Compass Digital Acquisition Corp. announced the termination of its Merger Agreement with Key Mining Corp. (KMC) effective immediately, as certain closing conditions were not met by the outside date of June 30, 2026. Consequently, ancillary agreements also terminated. The company held an extraordinary general meeting where shareholders approved an indefinite adjournment of the meeting. A proposal to extend the business combination deadline was not presented, leaving the deadline at July 20, 2026. Due to the termination and upcoming expiration, the board has decided to cease operations, wind up the company, and redeem Class A ordinary shares at the per-share price in the trust account. Warrants will expire worthless. Sponsors have waived their redemption rights for Class B shares. The company will instruct its trustee to liquidate the trust account, with proceeds distributed to public shareholders within ten business days after the instruction. All dissolution expenses will be funded from proceeds outside the trust account.