{"url_path":"/sec/bcar/8-k/2026-07-08/item-8-01","section_key":"item-8-01","section_title":"Item 8.01 Other Events.**","topic":"sec","document":{"doc_type":"8-K","doc_date":"2026-07-08","source_url":"https://www.sec.gov/Archives/edgar/data/2065779/0001829126-26-007391-index.html","accession_number":"0001829126-26-007391","cik":"0002065779","ticker":"BCAR","issuer_name":"D. Boral ARC Acquisition I Corp.","edgar_url":"https://www.sec.gov/Archives/edgar/data/2065779/0001829126-26-007391-index.html","primary_entity_key":"0002065779","primary_entity_name":"D. Boral ARC Acquisition I Corp."},"word_count":1033,"has_tables":true,"body_markdown":"**Item\n8.01. Other Events.**\n\n \n\nAs previously announced, on January 11, 2026,\nD. Boral ARC Acquisition I Corp. (“BCAR”) entered into an Agreement and Plan of Merger by and among BCAR, D. Boral ARC Merger\nCorporation, a Delaware corporation and wholly owned subsidiary of BCAR (“PubCo”), D. Boral Arc Merger Sub Inc., a Delaware\ncorporation and a wholly-owned subsidiary of BCAR, and Exascale Labs Inc., a Delaware corporation (“Exascale”) (collectively\nthe “Business Combination”). On July 7, 2026, Exascale issued a press release announcing the scheduling of an Extraordinary\nGeneral Meeting (the “Meeting”) of BCAR shareholders to approve the Agreement and Plan of Merger and related matters for\nJuly 29, 2026 at 10:00 AM Eastern Time. BCAR shareholders of record as of Monday, July 6, 2026, are eligible to attend and\nvote at the Meeting. The Meeting will be held at the offices of Loeb & Loeb LLP, 345 Park Avenue, New York, NY 10154 and virtually\nby visiting www.proxydocs.com/BCAR. BCAR shareholders can attend using the meeting\ninstructions set forth on their proxy cards.\n\n \n\nFurnished as Exhibit 99.1 hereto and\nincorporated into this Item 8.01 by reference is the joint press release that Exascale and BCAR issued to announce the scheduling of\nthe Meeting.\n\n \n\nThe information in this Item 8.01, including Exhibit\n99.1, is being furnished and will not be deemed to be filed for purposes of Section 18 of the Securities Act of 1934, as amended (the\n“Exchange Act”), or otherwise be subject to the liabilities of that section, nor will it be deemed to be incorporated by reference\nin any filing under the Securities Act or Exchange Act.\n\n \n\n**Forward Looking Statements**\n\n \n\nThis Current Report on Form 8-K contains forward-looking\nstatements within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking\nstatements can be identified by words such as “anticipate,” “believe,” “can,” “continue,”\n“could,” “expect,” “intend,” “may,” “plan,” “project,” “seek,”\n“should,” “will,” and similar expressions. These statements include, without limitation, statements regarding\nthe proposed Business Combination, the expected timing and completion of the Business Combination, the operation of PubCo as Exascale\nLabs Holdings Inc., and the listing of its securities on Nasdaq under the ticker “XLAB.” They also include statements regarding\nAI infrastructure technologies, the expected demand for AI compute infrastructure, Exascale’s market positioning, and its business\nstrategy, partnerships, and growth.\n\n \n\nThese statements are based on current expectations\nand assumptions, and involve risks and uncertainties that could cause actual results or events to differ materially, including, among\nothers, the ability to complete the Business Combination and satisfy closing conditions, changes in customer demand, supply constraints\nfor GPUs and related infrastructure components, competitive pressures, technological risks, operational performance, regulatory changes,\nand macroeconomic factors.\n\n \n\nIf any of these risks materialize or the assumptions\nprove incorrect, actual results could differ materially from the results implied by these forward-looking statements. There may be additional\nrisks that neither BCAR nor Exascale presently know or can anticipate or that BCAR and Exascale currently believe are immaterial that\ncould also cause actual results to differ from those contained in the forward-looking statements. In addition, forward-looking statements\nreflect BCAR’s, Exascale’s and PubCo’s expectations, plans or forecasts of future events and views as of the date of this press release.\nBCAR, Exascale and PubCo anticipate that subsequent events and developments will cause BCAR’s, Exascale’s and PubCo’s assessments to change.\nHowever, while BCAR, Exascale and PubCo may elect to update these forward-looking statements at some point in the future, BCAR, Exascale\nand PubCo specifically disclaim any obligation to do so. Readers are referred to the most recent reports filed with the United States\nSecurities & Exchange Commission (“SEC”) by BCAR. Readers are cautioned not to place undue reliance upon any forward-looking\nstatements. \n\n \n\n1\n\n \n\n \n\n**Additional\nInformation**\n\n \n\nBCAR, Exascale and Pubco have filed relevant\nmaterials with the SEC, including a Registration Statement on Form S-4 (File No. 333-297214), which includes the Proxy Statement of BCAR\nand a prospectus in connection with Business Combination, referred to as a proxy statement/prospectus. The definitive Proxy Statement\nand other relevant documents have been mailed to shareholders of BCAR as of a record date established for voting on the proposed Business\nCombination. SHAREHOLDERS OF BCAR AND OTHER INTERESTED PARTIES ARE URGED TO READ THE REGISTRATION STATEMENT, THE DEFINITIVE PROXY STATEMENT\nAND ALL OTHER RELEVANT DOCUMENTS FILED OR THAT WILL BE FILED WITH THE SEC IN CONNECTION WITH BCAR’S SOLICITATION OF PROXIES FOR\nTHE EXTRAORDINARY GENERAL MEETING OF ITS SHAREHOLDERS TO BE HELD TO APPROVE THE BUSINESS COMBINATION BECAUSE THESE DOCUMENTS CONTAINS\nOR WILL CONTAIN IMPORTANT INFORMATION ABOUT BCAR, EXASCALE, PUBCO AND THE BUSINESS COMBINATION. Shareholders can obtain copies of the\nRegistration Statement and the proxy statement/prospectus, without charge, on the SEC’s website at **www.sec.gov** or\nby directing a request to: D. Boral ARC Acquisition I Corp., 10 East 53rd Street, Suite 3001, New York, NY 10022; or Exascale, 820 Gessner\nRoad, Suite 332 Houston, TX 77024. \n\n \n\n**Participants in the Solicitation**\n\n \n\nExascale, BCAR and PubCo and their respective\ndirectors and executive officers may be deemed under SEC rules to be participants in the solicitation of proxies from BCAR’s shareholders\nin connection with the Business Combination. A list of the names of such directors and executive officers, and information regarding their\ninterests in the Business Combination and their ownership of BCAR’s and/or PubCo’s securities are contained in the Registration\nStatement and the Proxy Statement. Information about BCAR’s directors and executive officers is also available in BCAR’s filings\nwith the SEC. You may obtain free copies of these documents from the sources described above. \n\n \n\n**No Offer or Solicitation**\n\n \n\nThis Current Report on Form 8-K is for informational\npurposes only and shall not constitute an offer to sell or the solicitation of an offer to buy any securities or the solicitation of any\nvote in any jurisdiction pursuant to the Business Combination or otherwise, nor shall there be any sale, issuance or transfer of securities\nin any jurisdiction where such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities\nlaws of that jurisdiction. No offering of securities shall be made except by means of a prospectus meeting the requirements of Section\n10 of the Securities Act of 1933, as amended.\n\n \n\n2"}