Loading
Everything SEC’s getcurrent feed returns — market-wide, mostly not SPACs.
Our analyst’s reading, not the filer’s word. It fires often.
150 filings · form S-1 · newest first
Two ingests. A poller reads SEC’s market-wide getcurrent feed every minute, which is how a SPAC we do not yet track can show up here at all; and a backfill walks the tracked universe in rotation, pulling each filer’s history from the submissions API. Every row links to the primary document on sec.gov. We name someone else’s filing; we never restate it.
Filings attributed to a SPAC we track, plus filers whose name has the shape of a blank-check company and that the admission job has not refused. A filer it has not reached yet stays in — undecided is not rejected — and a pre-IPO registrant is labelled rather than hidden, because “S-1 on file, pricing imminent” is the most interesting row on the page. All EDGAR traffic is the raw firehose and is mostly operating companies.
23,949 of 219,745 filings in this view carry a “what changed / why it matters” reading, and the split is by FORM rather than by filing: narrative paper — the 8-K, the 425, the proxies, the periodic reports — is read, while registration and insider-ownership paper is linked to its source and left alone. So a form filter that returns rows with no reading is telling you something true about our coverage, not hiding one.
The amber dot means an analyst model marked the filing material, and 14,356 of the 23,949 it has read carry one — it is a wide net, not a rare alarm, and it is our reading rather than the filer’s word. A row tagged needs review is one the model itself was not confident about. Both are pointers into the document; the document is the fact.
Because it would be a chart of our own ingest. Every row in this table was written in a single week, the eight-year history behind it is backfilled, the backfill has reached part of the universe and truncates each filer at its hundredth-newest filing, and the newest week draws on nearly three times as many filers as the week before it and four times the week before that — because that is when the poller started. A burst of filings is a real signal and it stays unbuilt until the coverage behind it is even.
Across 154 forms. The feed below prints the newest 150.
Every filer in SEC’s market-wide feed, SPAC or not.
8 of 154 forms — 66% of the record. The two biggest are event reports and insider statements, not deal paper.
146 smaller forms hold 74,614 more filings and are not drawn.
No filter chip reaches CORRESP, SC 13G, SC 13G/A yet.
●What changed:Registration statement on Form S-1 for the initial public offering of Eaglesky Acquisition Corp, a blank check company (SPAC), offering 10,000,000 units at $10.00 per unit, each consisting of one Class A ordinary share and one right (one-fourth of a share upon business combination). This is a new filing; no prior filing to compare. The S-1 sets forth the terms of the proposed IPO: trust size of $10.025 per unit, 24-month deadline for a business combination, sponsor purchased 3,833,333 founder shares at $0.01 per share, sponsor committed to purchase 199,000 private placement units at $10.00 per unit, a 15% redemption limitation if shareholder vote is used, a prohibition on targets with principal operations in China or with PCAOB-uninspectable auditors, and standard lock-up provisions for founder shares and private placement units. Why it matters: This filing provides the first detailed disclosure of Eaglesky Acquisition Corp's SPAC structure. Key mechanics for investors: trust per share is $10.025, redemption rights at business combination, 24-month deadline, extension possible with shareholder vote and redemption rights, 15% redemption cap if shareholder vote is used, sponsor's low-cost founder shares create incentive to complete a deal, prohibition on China targets may limit the pool, and the sponsor's ties to China could create CFIUS risks.
●What changed:An S-1 registration statement for a blank-check SPAC (Inflection Point Acquisition Corp. VIII) seeking to raise $250M through an IPO of 25 million units at $10 each, with a 24-month deadline to complete a business combination. This is a new filing (first S-1). It contains all initial terms: 24-month deadline from closing; $250M to be deposited in trust; sponsor paid $25k for 9.58M founder shares at ~$0.003/share; sponsor will purchase 5M private placement warrants and underwriter (CCM) will purchase 3M private placement warrants at $1 each, total $8M; IPF (affiliate of sponsor) intends to commit $25M into a PIPE transaction subject to diligence and investment committee approval; SPAC will pay $83,333/month to IPAM for services. Trust value per share is $10.00. Founder shares lock-up is 180 days post-business combination (or earlier if a liquidation/merger occurs). Private placement warrants lock-up is 30 days post-business combination. NASDAQ symbol IPHXU. A going-concern note appears in the auditor’s report on the May 11, 2026 balance sheet. Why it matters:
●What changed:S-1 registration statement for a $60 million (up to $69 million with over-allotment) SPAC initial public offering of 6,000,000 ordinary shares (up to 6,900,000) at $10.00 per share, with no warrants sold to the public. JATT III Acquisition Corp, a newly-formed blank check company, filed the initial S-1 for its IPO on August 7, 2026. The filing formally sets forth the offering terms: $10.00 per share, a 24-month deadline to complete a business combination (which may be extended with a shareholder vote), an initial trust of $60 million ($69 million with over-allotment), a 20% founder-share structure (sponsor paid ~$0.0145/share), and no public warrants. The sponsors have secured non-binding indications of interest for up to $45 million in PIPE financing from AI Biotechnology ($30 million) and Vianti Capital ($15 million) to close concurrently with a business combination. Why it matters: This is the foundational document for a new SPAC led by Dr. Someit Sidhu, a serial biotech/SPAC entrepreneur with a track record (JATT I closed with Zura Bio in 2023; JATT II has a pending deal with Talawar). The SPAC is targeting healthcare/life sciences. The non-binding PIPE commitments provide a capital-stack signal. The trust per-share is $10.00. The 24-month clock starts at IPO closing. The structure includes a 20% shareholder-redemption cap per group, a $10.00 per-share trust floor guaranteed by the sponsor, and standard lock-ups (180 days for founder shares, 30 days for private placement shares).
●What changed:Registration statement (Form S-1) for the initial public offering of Danneskjold & Galt Acquisition Company, a blank-check company incorporated in the Cayman Islands and formed to effect a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination, with a stated focus on financial technology and artificial intelligence sectors. This is the first public filing of the S-1 for this SPAC. It establishes the proposed IPO terms: 15,000,000 units at $10.00 per unit (plus up to 2,250,000 units via over-allotment), each unit consisting of one Class A ordinary share and one-half of one redeemable warrant; $150 million of the gross proceeds (plus private-placement proceeds) deposited into a trust account at $10.00 per public share; a 24-month deadline from closing to complete an initial business combination (extendable with shareholder approval); redemption rights for public shareholders upon consummation of a business combination; sponsor (Atlas Sponsor LLC) holds 5,750,000 founder shares (subject to forfeiture of up to 750,000 depending on over-allotment exercise) purchased for $25,000 ($0.003 per share); sponsor and underwriter purchase 500,000 private placement units at $10.00 each; lock-up periods of one year for founder shares (earlier if share price ≥$12.00 for 20 days in 30 after 150 days) and 30 days for private placement units; and various conflicts of interest, waiver, and anti-dilution provisions. No target business has been selected or substantive discussions initiated.
●What changed:Registration statement on Form S-1 for a new blank-check company (SPAC) seeking to raise $200 million (up to $230 million with over-allotment) in an initial public offering of units, each consisting of one Class A ordinary share and one-third of one redeemable warrant. The filing includes full prospectus with offering terms, trust account mechanics, redemption rights, sponsor and management background, business strategy targeting AI companies, risk factors, financial statements, and related party transactions. Initial S-1; no prior SEC filings for this issuer. Establishes all pre-IPO disclosures: 20,000,000 units offered at $10.00 per unit, $200 million trust deposit, 24-month completion window (extendable by shareholder vote), founder shares purchased by sponsor at ~$0.003 per share, 700,000 private placement units at $10.00 each, and redemption rights for public shareholders regardless of vote. Why it matters: Investors must evaluate the trust value ($10.00 per public share), the 24-month deadline (risking liquidation if no deal), the extreme dilution from sponsor's nominal cost ($0.003 vs. $10.00 offering price), the absence of a selected target (focus on AI but not binding), and the potential for sponsor conflicts given its low-cost founder shares. The going concern audit opinion and working capital deficit also flag financial risk. All mechanics for tracking redemptions, extensions, and sponsor conduct are fully defined in this filing.
●What changed:S-1 registration statement for Lucens Capital Acquisition Corp I, a blank-check company (SPAC) seeking to acquire a business primarily in Argentina, detailing its initial public offering of 10,000,000 units at $10.00 per unit, with each unit consisting of one ordinary share and one-half of one redeemable warrant. Initial filing; no prior registration. Establishes trust account of $100,500,000 ($10.05 per public share), a 21-month deadline to complete a business combination, redemption rights for public shareholders, and sponsor compensation including founder shares purchased at $0.007 per share. Why it matters: Defines the mechanics of the SPAC: trust value per share, redemption timeline, sponsor conduct (low-priced founder shares, private placement of 400,000 units at $10.00), and the Argentina-focused strategy. The filing includes extensive risk factors regarding Argentina's macroeconomic volatility, currency controls, and political risk, which are critical for investors tracking redemption deadlines and sponsor incentives.
●What changed:Registration statement on Form S-1 for an initial public offering of 7,500,000 units (each unit consisting of one Class A ordinary share and one-quarter of a redeemable warrant) at $10.00 per unit, with an over-allotment option of 1,125,000 additional units, by Rainier Acquisition Corporation, a blank check company focused on life sciences. This is the initial filing of the S-1 registration statement, marking the first public disclosure of the SPAC's IPO terms. Key elements include: $75,000,000 trust account ($10.00 per unit), 24-month deadline to complete a business combination, sponsor Ravenna 7 LLC (affiliated with underwriter Chardan Capital Markets), 2,156,250 founder shares purchased for $25,000, private placement of 194,375 units at $10.00 each, target focus on life sciences companies, and various agreements including warrant agreement, registration rights, and indemnification. Why it matters: This filing provides investors with the complete set of terms for the SPAC's IPO, including redemption mechanics, sponsor compensation and resulting dilution, conflicts of interest (Chardan acts as both underwriter and has an economic interest in the sponsor), the composition and experience of the management team, and the financial condition of the SPAC (working capital deficit of $80,846 as of June 30, 2026, with going concern uncertainty). It also details the 24-month timeframe, the absence of a maximum redemption threshold, and the 15% limitation on redemption by any single beneficial owner. This is the foundational document for evaluating the investment.
●What changed:Registration statement on Form S-1 for an initial public offering of a blank check company (SPAC). Initial filing; no prior S-1. Why it matters: Establishes IPO terms: 20M units at $10, $200M trust, 24-month deadline, no target identified. Sponsor holds 25% founder shares at $0.003 per share and will purchase 450k private units at $10. Underwriter purchases 200k private units. Target focus on aerospace/defense/space infrastructure. Includes audited financials as of Dec 31, 2025 and unaudited as of April 30, 2026.
●What changed:Initial Form S-1 registration statement / preliminary prospectus for NorthStrive Acquisition Corp I.'s $100,000,000 IPO of 10,000,000 units (each unit = one Class A share, one warrant exercisable at $11.50, and one right to 1/4 of a Class A share), filed 2026-07-22 by a newly-formed Cayman Islands blank-check company in SEARCHING status with no target selected and no substantive discussions initiated. Establishes the full IPO/trust/redemption architecture for a new SPAC: $100,000,000 (or $115,000,000 with full over-allotment) to be deposited in a U.S. trust account at Equiniti, equal to $10.00 per public unit; sponsor to purchase 231,750 private units at $10.00 ($2,317,500, or 246,750/$2,467,500 with over-allotment); 12-month completion window from offering close, extendable by up to two 3-month periods by depositing $0.10 per outstanding share per period, with unlimited shareholder-vote extensions also possible; public shareholders get redemption rights at trust value (initially ~$10.00/share) regardless of vote, with a 15% aggregate cap per shareholder/group if seeking shareholder approval; sponsor/founders acquired 4,829,998 Class B shares for $24,496 (~$0.005/share), up to 629,998 of which are forfeitable if over-allotment is not exercised; initial shareholders will own ~30% post-offering and can approve a deal with as few as 27.8% of public shares voted in favor; warrants become exercisable on the later of 12 months from issuance or business-combination close and expire 5 years after close; rights expire worthless on liquidation. Why it matters: Defines the redemption/trust calendar and economics investors will track: trust starts at $10.00 per public share, deadline is 12 months from IPO close with two $0.10-per-share extension installments available to the sponsor, liquidation triggers redemption of 100% of public shares within 10 business days after the completion window lapses (net of taxes and up to $100,000 of interest for dissolution expenses). Sponsor conduct flags are present: founder shares acquired at roughly 1/2000th of the public price creating an estimated post-deal implied value of $6.69 per public share (a ~33.1% dilution, per NSAI's own table), $10,000/month administrative fees to a sponsor affiliate, up to $500,000 of sponsor loans repayable at IPO close, and convertible working capital loans at $10.00/unit. Financial position is thin: $24,446 cash, $47,194 working capital deficit as of June 30, 2026, with the auditor raising substantial going-concern doubt.
●What changed:Form S-1 Registration Statement under the Securities Act of 1933 for the initial public offering of Pinnacle Acquisition Corporation, a blank check company (SPAC). Initial filing of the S-1 registration statement for the IPO. Contains the preliminary prospectus with full disclosure of the terms of the offering, including 20,000,000 units at $10.00 per unit, each unit consisting of one Class A ordinary share and one right to receive one-eighth of a share. Trust account established with $200,000,000 ($10.00 per share). Deadline for business combination is 21 months from closing (with possibility of extensions up to 36 months). No target identified yet. Sponsor and insiders have lock-up and waiver agreements. Dilution table shows net tangible book value per share after offering ranges from $6.94 to $(0.98) depending on redemptions. Why it matters: This is the initial public offering registration for a new SPAC, providing investors with the first detailed look at the terms, risks, and structure. Key metrics: trust value $10.00 per share, 21-month completion window, sponsor economics (founder shares at $0.0043 per share), and redemption rights. The filing also outlines the management team's background and business strategy focused on commercial and consumer finance. No target has been selected, so the SPAC is at the beginning of its search.
●What changed:S-1 Registration Statement for an initial public offering of a special purpose acquisition company (SPAC) — a blank-check company seeking to raise $75 million (or up to $86.25 million with over-allotment) at $10.00 per share. Initial S-1 filing; no prior public filings. Establishes the SPAC's IPO terms, trust structure, and governance. Key mechanics: trust per share is $10.00; deadline to complete a business combination is 24 months from IPO closing (with possible shareholder-approved extension); sponsor paid $25,000 for 2,156,250 founder shares (~$0.0116 per share); sponsor will purchase 425,000 private placement shares at $10.00 per share; underwriters purchase 75,000 private placement shares; no warrants are issued to public shareholders. A forward purchase agreement with TCG Crossover Fund III, LP commits $20,000,000 ($10.00 per share) for 2,000,000 shares, subject to investment committee approval. Public shareholders have redemption rights at trust value (including interest, net of taxes) upon completion of a business combination. A 15% limit on redemptions if shareholder vote is used. Sponsor, officers, and directors waive redemption rights on founder and private placement shares. Founder shares are subject to a one-year lock-up (or early release if share price ≥$12.00 for 20 days in 30 after 180 days post-business combination). Private placement shares locked up for 30 days post-business combination. The SPAC will focus on healthcare/life sciences, with potential targets in China. Board will consist of three independent directors after IPO: Andrew Cheng, Ying Huang, and Wei Lin. The company has no operating history, no revenues, and has not selected any target. Why it matters: This filing is the foundational document for the SPAC, detailing the terms that will govern its lifecycle. The nominal sponsor cost creates significant dilution for public shareholders (sponsor's founder shares cost ~$0.0116 vs. $10.00 public price). The forward purchase agreement provides a backstop of $20 million for a business combination but is subject to investment committee approval, adding uncertainty. The focus on healthcare and China-based targets introduces specific regulatory and geopolitical risks. The independent directors have strong biotech backgrounds, which may aid deal sourcing. The absence of warrants reduces dilution but may affect investor demand. The 24-month deadline and redemption mechanics are standard. The trust value of $10.00 per share is the baseline for redemptions. The filing discloses extensive conflicts of interest, including the sponsor's incentive to complete a deal quickly. The S-1 must be declared effective before the IPO can proceed.
●What changed:Preliminary prospectus filed as part of an S-1 registration statement for the initial public offering of a blank check company (SPAC) seeking to raise $300 million from 30 million units at $10.00 each, with no business combination target selected. This is the first SEC filing for Churchill Capital Corp XIII — a new SPAC formed January 13, 2026. It establishes the offering terms, trust mechanics, sponsor compensation, lock-ups, and governance provisions. No prior filing exists for this entity. Why it matters: The filing establishes a $10.00 trust per share with a 24-month deadline (27 months if a definitive agreement is signed within 24 months). Michael Klein's sponsor group pays $0.002/share for founder shares (11.5M shares) and $10.00/unit for 350,000 private placement units — creating the standard SPAC incentive misalignment where sponsor can profit even if public shareholders lose value. The filing discloses that Mr. Klein and the same management team operate multiple concurrent SPACs (CCXI with a pending Agility Robotics deal, CXII searching, CCIX recently liquidating), creating explicit conflicts of interest in allocating deal opportunities. The underwriter is Citigroup.
●What changed:S-1 registration statement filed by Catalyst Acquisition Corp., a blank-check SPAC, to register its initial public offering of 20,000,000 units (plus an over-allotment option) at $10.00 per unit, each unit consisting of one Class A ordinary share and one right to receive one-seventh of a Class A share upon a future business combination. The document includes a full preliminary prospectus, financial statements, underwriting agreement, and related exhibits. It is the primary registration document for the SPAC's IPO. No changes, as this is the initial filing. The document confirms: (1) the trust value is $10.00 per public share ($200,000,000 initial deposit); (2) the deadline to complete a business combination is 24 months from the closing of this offering (approximately July 2028); (3) the sponsor (Catalyst Sponsor LLC) purchased 5,750,000 founder shares for $25,000 (approx. $0.004/share) and will purchase 270,000 private placement units for $2,700,000; (4) there is a 15% cap on redemptions by any single shareholder or group if a shareholder vote is held; (5) the sponsor and officers have agreed to vote in favor of any business combination; (6) the underwriter is Santander US Capital Markets LLC; (7) the trust will initially invest in U.S. government securities or money market funds, with a provision to potentially liquidate to cash to mitigate Investment Company Act risk; (8) no target business has been identified; and (9) there is no specified maximum redemption threshold. Why it matters: This filing establishes the structural terms of the SPAC for investors. Key takeaways: the low sponsor cost ($0.004/share vs. $10.00 public) creates a significant incentive to close any deal, potentially a risky one. The 24-month deadline is standard. The 15% redemption cap protects the sponsor from a hold-out blocking a deal but limits a large shareholder's exit. The ability to liquidate the trust to cash to avoid being classified as an investment company could reduce interest income for redeeming shareholders. The filing signals the SPAC is officially on the market and searching for a target in traditional and digital media (video games, studios, mobile gaming).
●What changed:An initial public offering registration statement on Form S-1 (preliminary prospectus) for B&R Technology Merger Corp., a newly formed Cayman Islands blank-check/SPAC company seeking to raise $325,000,000 by selling 32,500,000 units at $10.00 per unit, each unit consisting of one Class A ordinary share and one-third of one warrant; not a merger agreement, tender offer, or periodic report. Initial S-1 filing — there are no prior filed terms to amend. It establishes the baseline deal mechanics: $325.0M (or $373.75M if the 4,875,000-unit over-allotment is exercised in full) goes into a Continental Stock Transfer trust account, initially $10.00 per public share; the completion window is 24 months from IPO closing, or 27 months if the company signs an LOI/definitive agreement within 24 months, with no redemption rights for that 24-to-27-month extension; the company says it does not currently expect to extend beyond 36 months. Redemptions at the business combination are at trust value, with a 15% per-shareholder/group redemption cap if done by shareholder vote. Sponsor will buy 687,500 private placement units at $10.00 each ($6.875M, or up to 760,625 units/$7.60625M with over-allotment) and holds 12,458,333 Class B founder shares bought for $25,000 (up to 1,625,000 forfeitable). No target has been selected and no substantive discussions with any target have occurred. Why it matters: This is the foundational document for BRTM: it sets the trust value, redemption/extension mechanics, warrant terms ($11.50 strike, exercisable 30 days after a business combination), sponsor economics and potential dilution/conflicts ($0.002/share founder shares, $20,000/month administrative fee, up to $300,000 offering-loan repayment, up to $1,500,000 convertible working capital loans, and possible finder/advisory/success fees). The prospectus also discloses management's AI/technology M&A thesis, a management team led by David York, Clark Callander and Steven Fletcher, the Authentic SPAC platform, a claimed track record of two completed SPAC deals (Grid Dynamics and AvePoint) and five liquidated SPACs, and a settled Delaware class action (Drulias/Farzad v. Apex Technology Sponsor) involving Fletcher and Vieux. Investors should use this as the baseline for tracking future redemptions, extensions, target announcements and sponsor conduct.
●What changed:This filing is a Form S-1 Registration Statement and preliminary prospectus registering the initial public offering of 25,000,000 units by AMR Resources Acquisition Corp, a Cayman Islands exempted blank check company. The prospectus establishes the capital and operational mechanics governing the IPO and subsequent search period. The filing states the company will place an aggregate of $250,000,000 (initially anticipated at $10.00 per public share) into a U.S.-based trust account maintained by Continental Stock Transfer & Trust Company. Management retains until 24 months from the closing of the offering to consummate a business combination, with the ability to seek unlimited shareholder-approved extensions up to 36 months, which would trigger proportional redemption rights for dissenting shareholders. If the timeline expires without a qualified acquisition, the amended memorandum mandates a complete liquidation and cash redemption of public shares. Public shareholders retain cash redemption rights upon a business combination, subject to a limitation restricting any single shareholder group from redeeming more than 15% of shares sold in the offering without company consent when redemptions are conducted via a shareholder vote rather than a tender offer. The sponsor, AMR Resources Sponsors LLC, previously acquired founder shares for an aggregate purchase price of $25,000 (approximately $0.003 per share) and committed to purchasing 687,500 private units at $10.00 per unit ($6,875,000). The prospectus discloses net tangible book value calculations projecting a post-offering NTBV ranging from $7.13 down to negative $(0.58) under maximum redemptions, reflecting projected dilution of up to 105.80%. Each unit comprises one Class A ordinary share and one-half of one redeemable warrant exercisable at $11.50 per share, becoming exercisable 30 days after the business combination and expiring five years thereafter. The document extensively details conflicts of interest arising from the sponsor’s nominal founder share cost, indirect director equity compensation, potential advisory fees paid from outside-trust funds, and a charter provision formally renouncing corporate opportunities. Why it matters: By publishing the definitive trust parameters, extension windows, and redemption caps, the document locks in the economic floor and timeline that will dictate sponsor urgency and target-selection discipline. The explicit attribution of a strategic focus on critical minerals and domestic supply chain resilience to the management team—supported by disclosed backgrounds including former Sandfire Resources CFO Matthew Fitzgerald and Glencore veteran Michael Westerman—provides a directional thesis ahead of any acquisition. Disclosure of non-binding expressions of interest from 13 institutional investors to acquire approximately 11,350,000 additional public units offers early indication of anchor participation, while the detailed anti-dilution conversion formula for Class B shares (targeting approximately 25% of the fully diluted base) and the 180-day underwriter lock-up establish the post-IPO ownership architecture. Tracking these disclosed mechanics and incentive structures is essential for forecasting trading volatility, sponsorship behavior during the mandatory search period, and the probability of eventual liquidation versus a time-constrained de-SPAC transaction.
●What changed:Registration Statement on Form S-1 for an initial public offering (IPO) of 30,000,000 units by Bleichroeder Acquisition Corp. III, a blank check company formed to effect a business combination. New SPAC filing; no prior public filings. Establishes IPO terms: $10 per unit, 24-month completion window, $300M trust, sponsor and underwriter purchase of 8.5M private placement warrants at $1 each, sponsor holds 11.5M founder shares at ~$0.002 each. No target selected. Management team's prior SPACs: BACQ completed Merlin Labs deal (March 2026); BBCQ announced Pasqal deal (expected H2 2026). Why it matters: First public disclosure of BCCQ's structure and terms. Provides redemption mechanics, trust size ($10.00 per share), deadline (24 months from closing, likely 2028), dilution from founder shares, sponsor incentives, and conflicts. Investors need this to evaluate the SPAC's risk/reward. Also details prior SPAC track record of management.
●What changed:Initial Registration Statement on Form S-1 filed with the SEC by Market Technology Acquisition Corp, a blank-check company (SPAC) seeking to raise $200 million in an IPO of 20,000,000 units at $10.00 per unit, each unit consisting of one Class A ordinary share and one-half of one redeemable warrant. The SPAC has not yet identified a target and will focus on U.S. equities and options clearing infrastructure. This is the first public filing for the SPAC; no prior S-1 or Exchange Act filings exist. The document establishes all material terms of the proposed IPO, including trust mechanics, redemption rights, sponsor compensation, dilution, target criteria, management biographies, and risk factors. Why it matters: The filing provides investors with the first comprehensive disclosure of the SPAC's structure, investment thesis, management team, and the economic terms of the offering. It includes key redemption deadlines (24 months from IPO closing, extendable by shareholder vote), trust value of approximately $10.00 per public share, and details of sponsor conduct including nominal founder share purchase ($0.003 per share), private unit purchases, administrative fees, and working capital loan conversion options. The filing also discloses that the independent auditor has raised substantial doubt about the SPAC's ability to continue as a going concern absent the IPO proceeds.
●What changed:Registration statement on Form S-1 for an initial public offering by OceanLight Acquisition Corporation, a newly formed Cayman Islands blank check company (SPAC) seeking to raise $100 million (or up to $115 million with over-allotment) by selling 10,000,000 units (or 11,500,000 with over-allotment) at $10.00 per unit. OceanLight Acquisition Corporation (OCLT) filed its initial Form S-1 registration statement on June 15, 2026, in connection with its proposed IPO. This is a new filing for a newly-formed SPAC, so it establishes the baseline terms: 10,000,000 units priced at $10.00, each consisting of one ordinary share, one right (to receive one-fourth of one ordinary share upon a business combination), and one warrant (exercisable at $11.50 per share). $10.00 per unit sold in the offering will be deposited into a trust account. The sponsor, OceanLight Capital Sponsor Ltd., has agreed to purchase 211,250 private units (or up to 218,750 if the over-allotment is exercised) at $10.00 per unit, and owns 4,933,500 founder shares purchased for $25,000. The company has 12 months from closing of the offering to complete a business combination, with a provision for shareholder-approved extensions.
●What changed:Registration Statement on Form S-1 for initial public offering of a blank check company (SPAC). Initial filing of S-1 registration statement; no prior public filings for this SPAC. Why it matters: Establishes the terms of the SPAC IPO: 26.1M units at $10.00, trust per share $10.00, 24-month deadline to complete business combination, focus on energy sector. Provides details on sponsor economics, insider ownership, and redemption mechanics. Material for investors tracking new SPAC issuance.
●What changed:Registration statement on Form S-1 for a blank check company's initial public offering. Southern Cross Acquisition I Corp. is filing its IPO registration statement to sell 10 million units at $10.00 per unit, each consisting of one ordinary share, one redeemable warrant ($11.50 exercise price), and one right to receive one-fourth of one ordinary share upon a business combination. The trust will hold $100 million ($10.00 per unit). The company has 12 months from closing to complete a business combination. Sponsor holds 2.875 million founder shares (paid $25,000) and will purchase 224,300 private units for $2,243,000. A 15% redemption cap applies if there is a shareholder vote. There is no business combination target identified. The filing discloses significant China-related risks since most officers and the sponsor's sole shareholder are outside the U.S. Why it matters: This is the IPO filing for a new SPAC, establishing the trust value ($10.00/share), the 12-month deadline, the sponsor's highly dilutive founder shares ($0.01-$0.0087 cost vs. $10.00 public), and the default rules for redemptions and liquidation. It signals the start of the redemption calendar. The China-ties disclaimer warns of jurisdiction and enforcement issues that could affect shareholder rights and deal completion. The sponsor's low cost basis creates a strong incentive to complete any deal before the deadline.
●What changed:This document is a preliminary prospectus and Form S-1 registration statement filed by Ares Acquisition Corporation III with the U.S. Securities and Exchange Commission on June 12, 2026, to register 30,000,000 units for sale in an initial public offering. Each unit consists of one Class A ordinary share and one-tenth of a redeemable warrant. The filing incorporates foundational corporate governance documents, including the amended and restated memorandum and articles of association, alongside contractual exhibits such as the underwriting agreement, investment management trust agreement, warrant agreement, securities subscription agreement, and letter agreements governing sponsor and insider obligations. According to the filing, AAC III has not selected any business combination target and has initiated no substantive discussions. The company has a 24-month window from closing to consummate an initial business combination, which may automatically extend to 30 months (the 'Extended Period') if a letter of intent is executed within the first 24 months, contingent upon shareholder approval and the provision of corresponding redemption rights. Upon pricing, $10.00 per unit will be deposited into a segregated U.S. trust account, totaling $300,000,000 ($345,000,000 if the underwriters fully exercise their 45-day over-allotment option). The trust holdings will be invested exclusively in direct U.S. government treasury obligations maturing in 185 days or less or Rule 2a-7 money market funds. Public shareholders retain the right to redeem shares at approximately $10.00 per share plus accrued interest, while the sponsor, Ares Acquisition Holdings III LP, and all directors and executive officers have contractually waived redemption rights for their founder shares and any public shares they hold. The sponsor originally paid $25,000 for 8,625,000 Class B ordinary shares, with up to 1,125,000 shares subject to automatic forfeiture if the over-allotment is not fully exercised. Concurrent with the closing, the sponsor purchases 6,200,000 private placement warrants for $9,300,000. Monthly administrative reimbursements of $16,667 are payable to the sponsor, along with a promissory note authorizing up to $400,000 in current borrowings and potential future working capital loans up to $2,000,000 convertible to warrants at $1.50 apiece. Deferred underwriting discounts of $0.35 per unit, aggregating to $10,500,000 ($12,075,000 on full over-allotment), are held in a sub-account of the trust and released only upon successful business combination consummation.
●What changed:An S-1 registration statement filed by Thunder Bridge Capital Partners V, Ltd. (TBCV), a blank-check company, for its initial public offering of 26,100,000 units (up to 30,015,000 units if the over-allotment option is exercised in full) at $10.00 per unit, with a trust amount of $261.0 million ($10.00 per unit). This is the initial filing of the S-1, so no prior terms exist to compare. The filing sets forth all the standard mechanics for a SPAC IPO: a $10.00 trust per share, a 24-month deadline to complete a business combination, a $750,000 annual limit on interest withdrawals for working capital, a 'no specified maximum redemption threshold' (which means the SPAC can close a deal even with very high redemptions as long as cash conditions are met), and redemption rights for public shareholders in connection with the business combination. The sponsor, TBCP V, LLC, purchased 7,503,750 founder shares for $25,000 (approximately $0.003 per share). Why it matters: This filing is significant because it details a substantial new SPAC offering ($261 million trust) led by Gary Simanson, who has a mixed track record from previous Thunder Bridge SPACs. Notably, the prior Thunder Bridge Capital Partners IV deal with Coincheck (CNCK) experienced an 87.7% public share redemption rate. This high redemption history and the sponsor's low-cost basis ($0.003 per share) create a strong potential misalignment of interests between the sponsor and public shareholders. The filing also clearly states there is no specified maximum redemption threshold, which could allow the SPAC to complete a business combination even if an overwhelming majority of public shareholders choose to redeem.
●What changed:Registration statement on Form S-1 for an initial public offering of a blank check company (SPAC) seeking to acquire an energy business. This is the initial S-1 filing for Samos Energy Acquisition Corp. It sets the IPO terms: 20,000,000 units at $10.00 per unit (each unit: one Class A ordinary share + one-half warrant; exercise price $11.50). Trust account to hold $200 million ($10.00 per unit) from proceeds and private placement of 6,000,000 warrants at $1.00 each (4,000,000 by sponsor, 2,000,000 by Cantor Fitzgerald). Business combination must close within 24 months of the offering's closing. Non-managing sponsor investors may indirectly purchase up to 9.9% of units. Founder shares (5,750,000 Class B) acquired for $25,000, subject to forfeiture if over-allotment not exercised. Lock-up: founder shares for one year after business combination or earlier if price ≥ $12.00 for 20 days in 30 at least 150 days post-combination; private placement warrants for 30 days post-combination. Redemption rights for public shareholders at $10.00 per share upon business combination, with a 15% cap on redemptions for any shareholder group without company consent. Sponsor and insiders agree to vote founder shares in favor of business combination and not redeem them. Extension of deadline requires a shareholder vote and offers redemption. Monthly administrative fee of $10,000 to sponsor. Working capital loans up to $1,500,000 convertible into warrants at $1.00.
●What changed:S-1 registration statement for a proposed initial public offering of Viking Acquisition Corp. II, a blank-check company. This is a first-time registration for a new SPAC. The IPO is for 20,000,000 units at $10.00/unit ($200mm gross). Each unit is one Class A ordinary share plus one-third of one warrant (warrant exercise price $11.50). The trust will hold $200mm ($10.00/share). The company has 24 months to close a business combination (extendable to 36 months with shareholder vote). The sponsor bought 7,666,667 founder shares for $25,000 ($0.00326/share) and will buy 350,000 private placement units for $3.5mm. The underwriter (Cohen) will buy up to 310,000 private placement units. The filing discloses no target has been selected and no substantive discussions have occurred. Why it matters: This filing establishes the full economic terms for a new SPAC. Investors need to track: the $10.00 trust value, the 24-month deadline (2028), the massive sponsor dilution (founder shares at $0.00326 vs. public $10.00), the 15% redemption cap if a shareholder vote is held, the anti-dilution founder share conversion mechanism that can increase dilution if additional shares are issued in a deal, and the fact that management has ties to KingsRock and the prior Viking I SPAC (which just announced a deal with NorthStar Earth & Space). The risk factors are extensive and include explicit discussion of potential Investment Company Act risks.
●What changed:Registration statement (Form S-1) for an initial public offering of units, each consisting of one ordinary share and one right, by Pelican Acquisition II Corporation, a blank check company (SPAC) that is currently searching for a business combination target, with a primary focus on technology globally. This is a new S-1 registration statement; no prior public filing exists for this SPAC. The filing sets forth the terms of the proposed IPO: 7,500,000 units at $10.00 per unit, $10.10 per unit deposited into trust, a 21-month combination period from IPO closing, and private placements by the sponsor ($3,115,000) and underwriter ($750,000). The sponsor acquired 2,875,000 founder shares for $25,000 (approx. $0.0087/share). No target business has been identified or contacted. Why it matters: This filing establishes the core redemption mechanics, trust value, sponsor economics, and conflict-of-interest disclosures for the SPAC. Key items for investors: (1) trust per share is $10.10, not $10.00; (2) sponsor's nominal cost for founder shares creates a strong incentive to complete any deal; (3) a 15% cap on redemptions by any shareholder group if a vote is held; (4) CEO and directors serve on multiple other SPACs (Yotta, Quetta, Black Hawk, etc.), limiting available targets and creating conflicts; (5) the deadline is 21 months from IPO close – consistent with the user's estimated deadline of 2028-04-24.
●What changed:Registration statement on Form S-1 for initial public offering of a blank check company (SPAC). First filing; establishes IPO size (25,000,000 units at $10.00/unit), trust deposit of $250,000,000 ($10.00 per unit; $287,500,000 if overallotment exercised), 24-month deadline from closing to consummate a business combination, redemption rights at $10.00 per share pro rata from trust (subject to interest, taxes, permitted withdrawals), sponsor purchase of 937,500 private placement warrants at $2.00 each, Cantor purchase of 1,562,500 private placement warrants at $2.00 each, founder shares (7,187,500 Class B shares for $25,000; up to 937,500 may be forfeited), $750,000 working capital loan from sponsor, and requirement that target fair market value be at least 80% of trust assets. Why it matters: Provides the foundational mechanics for investors: trust value per share, redemption process, deadline for deal completion, sponsor conduct and economics, and the legal framework for the SPAC's operation and potential business combination.
●What changed:Registration Statement on Form S-1 for Research Alliance Corporation IV's initial public offering of 7,500,000 Class A ordinary shares at $10.00 per share. This is the initial filing. Key terms include: (1) IPO of 7.5M shares at $10.00 with total proceeds of $75M, plus a concurrent private placement of 275K shares to the sponsor at $10.00/share for $2.75M; (2) trust will initially hold $75M ($10.00 per share), including $2.25M of deferred underwriting commissions; (3) 24-month deadline from closing to complete a business combination; (4) redemption rights for public shareholders upon completion of a business combination or amendment; (5) founder shares (1,263,529 Class B) held by sponsor and two director nominees, convertible to Class A at 1:1 with anti-dilution adjustment to maintain 15% ownership of total ordinary shares (excluding private placement shares); (6) a 15% cap on any single shareholder's redemption rights without the company's consent; and (7) sponsor has indicated an interest to purchase up to $100M of ordinary shares in a private placement concurrent with the initial business combination.
●What changed:Registration statement on Form S-1 for an initial public offering (IPO) of a blank check company (SPAC) seeking to raise $175 million. The SPAC filed its initial S-1 registration statement, publicly disclosing the terms of its IPO, including unit composition, trust amount, deadline, sponsor arrangements, management team, and business strategy targeting industrial technology sectors. Why it matters: This filing establishes the baseline terms for the SPAC: trust value of $10.00 per share, 24-month deadline (until approximately July 2028), 15% redemption cap, sponsor founder shares at $0.005 per share, private placement warrants, and a management team with prior SPAC experience (Pegasus Digital Mobility). It also details extension provisions, redemption rights, and potential dilution. Investors need this to evaluate the SPAC's prospects and redemption mechanics.
●What changed:Registration statement (S-1) for the initial public offering of Gores Holdings XI, a blank check SPAC. This is the initial filing of the S-1 registration statement, which contains the preliminary prospectus outlining the terms of the IPO, including the offer of 31,200,000 units at $10.00 per unit, each consisting of one Class A ordinary share and one-fourth of a warrant. It sets the trust amount at $312 million ($10 per share), the business combination deadline at 24 months from closing (27 months if a definitive agreement is signed within 24 months), redemption rights for public shareholders, sponsor purchase of 225,000 private placement shares at $10 each, founder shares, lock-up agreements, and sponsor indemnification of the trust. No target has been identified and no substantive discussions have occurred. Why it matters: This filing establishes the SPAC's capital structure, trust value, deadline, and sponsor economics. It informs investors of redemption mechanics, extension possibilities, and the sponsor's incentives. The trust is set at $10 per share. The deadline is 24/27 months. The sponsor paid $0.003 per founder share and will buy private placement shares at $10 each, creating significant dilution potential. The filing also discloses conflicts of interest and the sponsor's right to receive monthly payments.
●What changed:Registration statement on Form S-1 for an initial public offering of 20,000,000 units (each unit consisting of one Class A ordinary share and one-half of one redeemable warrant) by Wilco 63 Corporation, a blank check company formed to effect a merger or similar business combination. Initial filing of the registration statement to register securities for the IPO. Key terms: offering size up to 20,000,000 units (23,000,000 if over-allotment exercised); unit price $10.00; trust deposit $200,000,000 (or$230,000,000withover−allotment),representing$10.00perunit;warrantexerciseprice$11.50;privateplacementwarrants(5,000,000total)at$1.00 each; founder shares (5,750,000 Class B ordinary shares) purchased for $25,000; 24-month period to complete a business combination from closing of the offering; redemption rights for public shareholders; 15% limitation on redemptions without consent if shareholder vote is held; sponsor loan of up to $1,300,000; deferred underwriting commissions of $8,000,000 (or up to $9,800,000); monthly administrative fee of $12,500 to sponsor affiliate. Why it matters: This registration statement is the foundational public filing for the SPAC's IPO, detailing the structure of the offering, the trust account mechanics, redemption rights, sponsor economics, and the company’s business strategy focusing on technology-enabled businesses in AI, automation, and robotics. It provides investors with critical information for evaluating the investment, including conflicts of interest, dilution, and the timeline for finding a target.
●What changed:S-1 Registration Statement for a new SPAC initial public offering, including a prospectus for the IPO and a separate market making prospectus. This is an initial filing that establishes a new blank-check company seeking to raise $200,000,000. It specifies all deal terms, including 20,000,000 units at $10.00 each, warrants exercisable at $11.50, a 24-month deadline, and a $10.00 trust value. The filing identifies multiple related party arrangements including the sponsor's purchase of 265,000 private placement units ($2,650,000) for the sponsor and 400,000 private placement units ($4,000,000) for CCM and Clear Street, totaling $6,650,000. The document also reveals historical performance of the management team's prior SPAC: Columbus Circle 1 (Nasdaq: BRR) experienced 91.2% redemptions, an aggregate redemption amount of $235,500,000, and its combined company ProCap Financial Inc's closing share price was $1.72 as of May 21, 2026. Columbus Circle 2 (Nasdaq: CMII) closed at $9.90 as of May 21, 2026. Why it matters:
●What changed:S-1 registration statement for Cantor Equity Partners VII, Inc., a blank-check company (SPAC), filed in connection with its initial public offering of shares. This is a new filing; the SPAC has not previously gone public. There is no prior registration statement to compare it to. Why it matters: This filing establishes the initial trust value ($10.00 per share), the deadline for a de-SPAC transaction (24 months from the offering's closing), the redemption mechanics (public shareholders can redeem at the trust value upon a business combination or a charter amendment, and also upon liquidation if no deal is done), and the substantial conflicts of interest inherent in the sponsor's nominal cost ($0.003 per founder share vs. $10.00 public offering price). It also introduces a new, large Cantor-affiliated SPAC to the market, expanding the sponsor’s series of blank-check vehicles.
●What changed:Form S-1 registration statement for Snow Rothschild Acquisition Corp., a blank-check company formed to effect a merger or similar business combination with one or more businesses. This is the initial filing of the S-1 registration statement for the SPAC's IPO of 20,000,000 units at $10.00 per unit. The filing details the offering structure, trust account mechanics, redemption rights, sponsor and management compensation, dilution, risk factors, business strategy targeting industrial/manufacturing/chemicals sectors, and the backgrounds of Lord Rothschild and Ian Snow. There is no change from a prior filing because this is the first filing. Why it matters: The filing establishes all baseline terms for the IPO and the SPAC's structure. It confirms a trust of $200.0 million ($10.02 per share), a 24-month deadline (or 27 months if a definitive agreement is signed) to complete a business combination, and provides full disclosure on sponsor economics ($25,000 investment in founder shares, $2.25 million for private placement warrants) and potential conflicts of interest given the low-price founder shares. It also details redemption mechanics, the 15% cap on certain redemptions, and the anti-dilution protections for founder shares.
●What changed:S-1 registration statement for an initial public offering of FutureCorp Space Acquisition 1, a blank check SPAC. Initial S-1 filed on May 19, 2026 (filed with SEC on May 19, 2026) for a proposed IPO of 20,000,000 units at $10.00 per unit, each unit consisting of one Class A ordinary share and one-half warrant. Trust will hold $200,000,000 ($10.00 per unit). Sponsor holds 5,750,000 founder shares purchased for $25,000. Underwriters have 45-day over-allotment option for up to 3,000,000 additional units. Private placement of 6,000,000 warrants at $1.00 each to sponsor (4,000,000) and Cantor Fitzgerald (2,000,000). Completion window is 24 months from offering closing. No target selected. Trust interest may be used for taxes and up to $100,000 for dissolution expenses. Sponsor indemnifies trust for certain third-party claims. Why it matters: This is the initial registration that establishes the SPAC's capital structure, trust size, redemption mechanics, warrant terms, and sponsor economics. Key metrics: $200M trust at $10/share, 24-month deadline, $0.004 per founder share cost, anti-dilution conversion for founder shares to maintain 20% ownership. The filing provides the contractual framework for redemptions, extensions, and liquidation. It also discloses potential conflicts, lock-up periods, and business combination criteria focused on space economy.
●What changed:Form S-1 registration statement for a Special Purpose Acquisition Company (SPAC) to register its initial public offering of 15,000,000 units, each unit consisting of one Class A ordinary share, one redeemable warrant, and one right. This is a preliminary prospectus subject to completion. This is an initial S-1 filing for a new SPAC. The document establishes the proposed IPO terms: 15 million units at $10.00/unit, a 12-month business combination deadline extendable by two 3-month periods with $0.10/share deposits, a $150 million trust, a 15% share redemption cap if seeking shareholder approval, and a sponsor promote structure targeting 35% ownership post-offering via 9.86 million founder shares (purchased for $25,000) plus 260,000 private units ($2.6 million). The trust per-share value is $10.02. Why it matters: This filing is the foundational IPO document for JAB Acquisition Corp I. It establishes all key SPAC mechanics for investors: the redemption process (tender offer or shareholder vote), the $10.00 trust value, extension terms, sponsor economics ($0.002/share cost vs. $10.00 public price), and the stated acquisition focus on technology, healthcare, and logistics businesses with enterprise values of $150 million or greater. The 35% founder stake and nominal sponsor cost signal significant potential dilution for public shareholders upon a business combination.
●What changed:Registration Statement on Form S-1 for initial public offering of Jones Ventures INTL Acquisition1 Corp, a blank check company. Initial filing of S-1 registration statement; no prior public filings exist for this SPAC Why it matters: Establishes the complete terms of the SPAC's IPO: 20,000,000 units at $10.00 per unit, each unit consisting of one Class A ordinary share and one right to receive one-tenth of a Class A ordinary share upon a business combination. Sponsor holds 7,666,667 founder shares purchased for $25,000 (approx $0.003 per share). Sponsor and underwriter purchase 645,000 private placement units at $10.00 per unit. Trust account funded with $200,000,000 ($10.00 per public share). Deadline to complete a business combination is 24 months from closing of the offering (not 2028-04-14 as previously indicated). Provides detailed redemption rights, extension provisions, sponsor compensation, conflicts of interest, and dilution disclosures. This filing is the foundational document for investors evaluating the SPAC's structure, sponsor incentives, and terms for potential redemption.
●What changed:S-1 registration statement for the initial public offering of Freedom Metals Acquisition Corp., a blank-check SPAC targeting the mining and critical minerals sector. Initial registration statement filed. No prior filings exist for this SPAC. Why it matters: Establishes the full terms of the IPO: 27,500,000 units at $10.00 per unit (plus over-allotment), trust of $275 million ($10 per share), 18-month deadline to complete an initial business combination (extendable to 24 months if a definitive agreement is signed within 18 months), sponsor purchased founder shares at $0.0024 per share, and redemption rights are provided. The filing also reveals a going-concern qualification from the auditor due to no cash and a working capital deficit prior to the offering, and details significant conflicts of interest involving the sponsor and management.
●What changed:Registration statement on Form S-1 for an initial public offering of a blank check company (SPAC). This is a new registration; no prior S-1 was on file. The SPAC is registering 20,000,000 units (20,000,000 Class A ordinary shares and 6,666,666 warrants) at $10.00 per unit, with a 45-day over-allotment option of up to 3,000,000 additional units. Trust deposit will be $200,000,000 ($10.00 per unit). The SPAC has 24 months from closing to complete a business combination, extendable with shareholder approval (up to 36 months). No target has been selected. Sponsor and underwriters will purchase 6,000,000 private placement warrants at $1.00 per warrant. Why it matters: The filing provides the first detailed disclosure of YICC's terms: trust value per share, redemption mechanics, sponsor compensation (founder shares at ~$0.002, private warrants at $1.00), dilution tables, and conflicts of interest. Investors can now evaluate the SPAC's structure, sponsor incentives, and the extended timeline (24 months, extendable to 36) before a de-SPAC must occur. The filing also confirms the sponsor's prior SPAC experience and the intended focus on Latin American/Venezuelan targets.
●What changed:An S-1 registration statement/prospectus for an initial public offering, filed by Futurewave Acquisition Corporation (FWAC), a newly formed blank-check company. This is the primary IPO filing document. This is the initial S-1 filing. It establishes the terms of the proposed public offering of 5,000,000 units (each unit consisting of one ordinary share, one right, and one redeemable warrant) at $10.00 per unit. Key terms: Sponsor Futurewave Capital Solutions Limited will purchase 235,500 private units. The trust will hold $50 million (or $57.5 million with over-allotment). The company has 12 months to complete an initial business combination (extendable to 15 months if a definitive agreement is in place within 12 months, or later with shareholder approval). The deadline for the business combination is effectively up to 15 months from the closing of this offering (if a definitive agreement is signed within 12 months), otherwise 12 months. The fiscal year end was changed from February 28 to March 31. Why it matters: This is the foundational document for the SPAC's IPO. It establishes the redemption mechanics (including a 15% limit on redemptions by any single beneficial owner without prior consent if a shareholder vote is used), the trust value ($10.00 per public share), the sponsor's promoted shares (approximately 30%), and the significant conflicts of interest due to management's involvement in multiple other SPACs (Yotta, Quetta, Black Hawk, Quartzsea, etc.), all targeting the same enterprise value range ($180 million - $1 billion). The filing details material dilution for public shareholders (e.g., 96.4% dilution in a maximum redemption scenario).
●What changed:Initial Form S-1 registration statement / preliminary prospectus for Keystone Acquisition Corp.'s proposed initial public offering of 25,000,000 units at $10.00 per unit ($250,000,000, or $287,500,000 if the over-allotment option is exercised in full), with no business combination target selected and no substantive discussions initiated. New filing: this is Keystone's initial S-1, establishing the proposed IPO terms rather than reporting an extension, redemption or deal. It proposes depositing $10.00 per unit into a trust account, issuing units composed of one Class A ordinary share and one-half of one redeemable warrant, a private placement of 7,000,000 warrants at $1.00 per warrant, 9,583,333 founder shares acquired by the sponsor for $25,000, a 24-month completion window from the closing of the offering with possible extensions not expected beyond 36 months, a 15% per-shareholder redemption cap in proxy-style redemptions, and Cohen & Company Capital Markets as lead underwriter. Why it matters: For investors tracking KEYY, this filing sets the baseline trust value (~$10.00 per unit), the initial business-combination deadline (24 months from IPO closing, with shareholder-approved extension potential up to 36 months), and the redemption mechanics. It also discloses substantial sponsor incentives and potential dilution, a targeted U.S. industrial strategy across energy transition/critical minerals, shipbuilding, semiconductors, data centers and digital assets, and a management team including James Park, Richard Chin, Jake Cho and directors John Boehner, Paul Cho and Martin Payne. Because it is a preliminary registration statement, the offering is not yet effective and the units are not yet trading.
●What changed:Registration statement on Form S-1 for an initial public offering of a blank check company (SPAC) seeking to raise $200 million; no business combination target has been selected. This is the initial S-1 filing; no prior registration statement exists. The SPAC proposes to offer 20,000,000 units at $10.00 per unit (or 23,000,000 if overallotment exercised), each unit consisting of one Class A ordinary share and one-seventh of one right. Trust proceeds will be $200 million ($10.00 per unit). The sponsor committed to purchase 618,500 private placement units at $10.00 per unit. The deadline to complete a business combination is 18 months (or up to 21 months at sponsor discretion) from closing. The trust per-share value is $10.00, not $10.05 as in the user-supplied status; the user-supplied deadline of 2027-11-14 is not directly stated in the filing. Why it matters: The S-1 provides the first detailed disclosure of the SPAC's terms, including trust amount, per-share redemption value, deadline, sponsor compensation ($55,556/month for administrative services), dilution table showing substantial dilution to public shareholders (NTBV as low as $0.44 per share under maximum redemption scenario), and sponsor's nominal cost for founder shares ($0.004 per share). The document also discloses that the management team's prior SPACs experienced high redemption rates in extension votes (62.9%–77.4%) and lower redemption at business combination (11.7%–37.1%). This filing is the baseline for all future redemption calculations and deal timelines.
●What changed:Form S-1 registration statement and preliminary prospectus filed by Berto Acquisition Corp. II on April 27, 2026 for its proposed initial public offering of 25,000,000 units at $10.00 per unit, each unit consisting of one ordinary share and one-third of one redeemable warrant, with no business combination target selected. Initial S-1 filing for GUAC. The company proposes to deposit $250,000,000 in trust ($287.5 million if the over-allotment option is exercised in full), stating an initial trust/redemption value of $10.00 per public share, with a 24-month completion window from IPO closing (27 months if it executes a letter of intent, agreement in principle or definitive agreement within 24 months). It states it has not selected any target and has not engaged in substantive discussions with any business combination target. It also discloses sponsor purchase of 3,500,000 private placement warrants at $1.00 each, approximately $1,230,000 of working capital outside trust, and a 15% redemption cap. Management changed in April 2026: Harry L. You resigned as CEO and sole director, Vikas Mittal became Executive Chairman, and Robert You became President and CFO. The filing also discloses an AI/AI-infrastructure focus, including advanced nuclear/SMR developers, and significant founder-share dilution (7,187,500 founder shares issued for $25,000). Why it matters: This is the foundational filing that sets GUAC's redemption and liquidation mechanics: public shareholders may redeem at the trust value (initially $10.00 per public share) in connection with a business combination or certain charter amendments, and if no deal closes within 24/27 months from IPO closing, the trust is to be liquidated to public shareholders. The completion clock begins at IPO closing, not filing date. It also establishes sponsor economics, lock-ups, conflicts, and redemption limitations, so it is important for investors tracking trust value, deadlines, and sponsor conduct.
●What changed:Registration statement on Form S-1 for the initial public offering of units of a blank-check company (SPAC) seeking to acquire an unspecified target. Initial public filing; no prior public disclosures exist. The S-1 outlines the proposed IPO terms, including 17,500,000 units at $10.00 per unit, a trust account of $175,000,000 ($10.00 per share), a 24-month completion deadline from closing, and the structure of founder shares, private placement units, and warrants. Why it matters: Establishes the fundamental terms for the SPAC: trust value per share, redemption mechanics, deadline for a business combination, sponsor economics (founder shares at $0.005, private placement units), and potential conflicts of interest. Investors need this information to evaluate the baseline for any future de-SPAC transaction.
●What changed:Registration statement on Form S-1 for the initial public offering of BurTech Acquisition Corp II, a blank check company formed for the purpose of effecting a business combination. Initial filing of the S-1 registration statement. No prior filings; this establishes the terms of the SPAC IPO, including trust amount of $10.05 per unit, 15-month completion window (extendable to 21 months), redemption rights, sponsor compensation, and management team biographies. Why it matters: Provides the foundational terms for investors: trust per share value ($10.05), redemption mechanics, deadline, potential extensions, sponsor incentives, and prior SPAC track record (BurTech I/Blaize). Essential for evaluating redemption decisions and sponsor conduct.
●What changed:Registration statement on Form S-1 (preliminary prospectus) for an initial public offering of a blank check company (SPAC). This is the initial filing, not an amendment. This is the first filing of an S-1 registration statement for East West Ave Acquisition Corp. It establishes the terms of the IPO, including the trust structure, redemption rights, sponsor compensation, target industry focus, and geographic exclusion of China. No prior filings exist for comparison. Why it matters: The filing defines the SPAC's investment mechanics: trust per share is $10.00, redemption rights are subject to a 15% per-stockholder cap and a net tangible asset floor of $5,000,001, the deadline to complete a business combination is 18 months (extendable by shareholder vote), and the sponsors have significant economic incentives (founder shares at $0.0087 per share). The trust value is $100 million ($115 million if over-allotment exercised). The document also details potential conflicts of interest due to sponsor ties to Hong Kong and China, and the exclusion of China-based targets. Investors need this information to assess the SPAC's structure and risks.
●What changed:SPAC Initial Public Offering Registration Statement (Form S-1) with Preliminary Prospectus. Initial S-1 registration statement files for 7,500,000 Class A ordinary shares at a $10.00 public offering price. Establishes a $75,000,000 segregated trust account (pro-rata redemption value initially anticipated at $10.00 per share), a 24-month business combination completion window extendable up to a maximum of 36 months via shareholder vote, and outlines the sponsor's acquisition of 2,156,250 founder shares for $25,000 (~$0.012 per share) alongside a simultaneous $3,000,000 private placement of 300,000 shares. Codifies redemption rights, a 20% single-holdership redemption cap, deferred underwriting compensation, and 180-day founder share lock-ups. Why it matters: Defines the baseline investment thesis and economic mechanics for public capital: investors receive equity-only exposure without accompanying public warrants, establishing a clear $10.00-per-share redemption floor but introducing substantial immediate dilution given the nominal sponsor share cost. The filing explicitly links capital deployment to a life sciences/biotech sourcing mandate backed by management's documented prior de-SPAC track records, while structuring governance (corporate opportunity renunciation, extended voting windows, and insider non-redeeming commitments) to align sponsor incentives with deal execution within the prescribed timeframe.
●What changed:Initial public offering registration statement (Form S-1) for Disciplined Growth Acquisition Corporation, a blank-check SPAC seeking to raise $150,000,000 through the sale of 15,000,000 units at $10.00 per unit. This is the initial S-1 filing, so no prior terms changed. It establishes the IPO terms: 15,000,000 units at $10.00 per unit (plus up to 2,250,000 over-allotment units), each unit consisting of one Class A share and one right (each right = 1/10 of a Class A share upon a business combination). The trust account will hold $150,000,000 ($10.00 per unit), with $172,500,000 if the over-allotment is fully exercised. The completion window is 18 months from IPO closing, extendable by shareholder vote. The sponsor, Maxim Group, and at-risk capital investors will purchase 300,000 private placement units at $10.00 each. The sponsor also holds 5,750,000 Class B founder shares, subject to forfeiture of up to 750,000 depending on over-allotment exercise, and plans to forfeit 850,000 shares to be sold to at-risk investors at ~$0.004 per share. Why it matters: This filing is the definitive source of the SPAC's capital structure, trust per-share value, deadline mechanics, and sponsor economics. It details redemption rights (anti-15% restriction if a shareholder vote is used), private placement terms, transfer restrictions on founder shares (six months post-deal or $12.00 price trigger) and private placement units (30 days post-deal), and the ability to extend the 18-month deadline with a shareholder vote and concomitant redemption rights. It also discloses potential material dilution to public shareholders from founder shares (25% of post-deal shares), representative shares to underwriters, and the anti-dilution conversion ratio that could exceed 1:1. The S-1 also flags a going-concern doubt pre-IPO and lists management's previous SPAC involvement, including a director's prior SPAC that liquidated with ~99% redemption.
●What changed:Initial Form S-1 / preliminary prospectus for FortuneX Acquisition Corporation, a blank check company, registering a proposed IPO of 7,500,000 units (up to 8,625,000 if over-allotment is exercised) at $10.00 per unit, each unit consisting of one ordinary share and one-half redeemable warrant; no business combination target has been identified. This is the first S-1 filing and is not yet effective. It proposes the IPO terms and trust structure: $10.00 per unit, sponsor purchase of 260,000 private units at $10.00 each, approximately $75,375,000 to be placed in trust (or $86,681,250 if the over-allotment option is exercised in full), an 18-month combination period from closing, and possible shareholder-approved extensions with redemption rights. The document states there is no specific target under consideration and no substantive discussions have occurred with any target. It does not state the 2027-05-22 deadline from your tracker; it only sets an 18-month period beginning at IPO closing. Why it matters: This is the foundational document for FXAC's redemption and liquidation mechanics once the IPO closes: public shareholders would be entitled to redeem their public shares for a pro rata share of the trust in connection with a business combination, an extension vote, or liquidation if no deal closes within 18 months. It also discloses sponsor conduct and conflicts: the sponsor paid only $25,000 for 3,694,429 founder shares, will hold about 30% of the post-offering shares, waives redemption rights on founder and private shares, is owed repayment of a $200,000 loan, and will receive $15,000 per month for administrative services. The underwriter is entitled to a $3,750,000 deferred fee from the trust on closing of a business combination. Management serves on eight other SPACs, creating potential target-allocation conflicts, and the prospectus highlights significant PRC-related regulatory risk. Investors should focus on whether and when the IPO closes, because that starts the combination clock.
●What changed:Registration Statement on Form S-1 for an initial public offering by a blank-check SPAC. IPO filing for 35,000,000 GRAIL units at $10.00 per unit, each consisting of one Class A share and one-fourth of a warrant; $350M trust; 2-year deadline to close a business combination; GRAIL performance-based alignment share structure; sponsor purchased 5,031,250 Class B shares for $25,000. Why it matters: This is the first filing for a new SPAC with a novel alignment-share structure that only converts to Class A shares over 10 years based on stock price performance, designed to reduce sponsor incentive to close a bad deal. Trust at $10.06 per share provides a floor. Key deadlines: 24 months to close a deal, or 27 months with a signed LOI. No target identified yet; focus is aerospace, defense, national security.
●What changed:Form S-1 registration statement (preliminary prospectus) for Irenic Acquisition Corp., a blank-check company conducting an initial public offering of units. This is the initial S-1 filing for IACQ's IPO. Key new terms: 24-month de-SPAC deadline from closing (through April 2028); $220M trust ($10.06/share implies ~$220M/22M shares = $10.00 plus interest); $50M forward purchase agreement from Irenic Capital Evergreen Master Fund LP (committed, subject to investment committee approval); underwriter Jefferies (sole book-runner) and Odeon Capital Group (co-manager); sponsor purchased 6,325,000 Class B founder shares for $25,000 ($0.004/share); private placement of 640,000 units at $10/unit. Redemption: public shareholders may redeem at completion or on amendment to extend, with a 15% cap on redemptions by any shareholder group without consent. Extension beyond 24 months requires shareholder approval with redemption rights; maximum possible extension contemplated to 36 months. Adjusted NTBVPS ranges from $6.93–$6.94 (no redemption) to ($1.30) (100% redemption with over-allotment exercised). Why it matters: Establishes the full mechanics for IACQ: IPO size, trust value per share, sponsor economics (21% post-IPO ownership), forward purchase backstop, target focus on aerospace/defense/industrial, management team bios from Irenic Capital (Adam Katz, E-Fei Wang, Matthew Kupersmith) and independent directors with aerospace/industrial backgrounds. Provides redemption mechanics, extension procedures, dilution tables, and risk factors. The $50M forward purchase from Irenic's own fund is a meaningful alignment signal trust/share = $10.06.
●What changed:Registration statement on Form S-1 for an initial public offering of a blank check company (SPAC). Initial public offering registration statement filed; no prior public filings. Establishes all terms of the SPAC: trust amount $10.00 per unit, $100,000,000 trust ($115,000,000 with over-allotment), 18-month deadline to complete a business combination (extendable to 24 months if definitive agreement within 18 months), redemption rights with 15% group cap and net tangible asset minimum of $5,000,001, sponsor details (Hugreat Ltd, BVI, sole shareholder Ningdi Shi, Chinese citizen), insider shares purchased at $0.01 per share, private placement of 180,000 units at $10.00, lock-up periods, and related party transactions including a $500,000 promissory note. Why it matters: This filing provides the complete terms of the SPAC IPO for investors, including redemption mechanics, trust value, deadline, sponsor conduct, and dilution. It is the foundational document for evaluating the investment opportunity.
●What changed:Form S-1 Registration Statement and Preliminary Prospectus for the initial public offering. This filing initiates the IPO for Aeon Acquisition I Corp., establishing a trust account valued at $10.00 per public share ($250,000,000 total, or $287,500,000 with full over-allotment). It defines a 15-month deadline to consummate a business combination, extendable twice for three months each if the sponsor deposits $2,500,000 per extension into the trust. No acquisition target has been identified. Why it matters: Management, led by Chief Executive Officer Demetrios Mallios, states a strategic focus on the European professional sports market, citing NBA expansion plans and valuation gaps relative to U.S. counterparts, while formalizing a partnership with Octagon Basketball Europe. Litigation is resolved via a March 2026 settlement with Chardan Capital Markets regarding a >$15,000,000 capital-raising fee dispute, contingent on the IPO closing. Sponsor conduct includes purchasing 12,321,429 founder shares for $25,000 (~$0.002 per share) and subscribing to $3,000,000 in private placement units, creating immediate dilution alongside anti-dilution conversion rights. Capital structure relies on up to $550,000 in sponsor promissory notes and $20,000 monthly administrative payments to an affiliate.
●What changed:Registration Statement on Form S-1 for initial public offering of a blank check company (SPAC). Initial filing of S-1 registration statement for RRE Ventures Acquisition Corp. IPO, disclosing offering of 25,000,000 units at $10.00 per unit, trust account of $250 million ($10.00 per share), 24-month deadline to complete a business combination, sponsor and management team details, and standard SPAC mechanics including redemption rights, lock-ups, and risk factors. Why it matters: Provides investors with all material terms of the SPAC IPO, including trust value per share ($10.00), deadline for business combination (24 months from closing), redemption rights, sponsor compensation (founder shares at $0.003 per share), dilution tables, conflicts of interest, and the fact that no target has been identified. This is the foundational disclosure for the SPAC's public offering.
●What changed:S-1 Registration Statement for Mountain Crest Acquisition 6 Corp.s initial public offering (IPO) of units consisting of ordinary shares and rights. This is the first filing of MCAH's S-1 registration statement, so everything is new. The SPAC is proposing to sell 6,000,000 units at $10.00 per unit, each consisting of one ordinary share and one right to receive one-fourth of one ordinary share upon a business combination. Gross proceeds of $60,000,000 would be deposited in a trust account. The SPAC has 12 months to complete a business combination, with two possible 3-month extensions requiring sponsor deposits of $600,000 each. The sponsor paid $25,000 for 2,957,143 founder shares (approximately $0.0085 per share). The trust per-share value is $10.00. Redemption deadline: 12 months from closing (April 2027). No target has been identified. Why it matters: This filing establishes the core legal and financial parameters for a new SPAC from a serial SPAC sponsor (the Mountain Crest franchise). Key terms include: a $10.00 trust value, a 12-month (extendable to 18-month) deadline, standard redemption rights, a 15% cap on redemptions by any single shareholder group if a vote is held, and a low founder purchase price creating significant potential dilution for public investors. The filing also contains extensive risk disclosures about the possibility of acquiring a PRC-based company and the associated regulatory risks, reflecting the sponsor's previous transactions with Chinese targets.
●What changed:Registration Statement on Form S-1 for an initial public offering of a blank check company (SPAC). This is the initial S-1 filing for Churchill Capital Corp XII, a newly formed SPAC. It sets the IPO terms: 30 million units at $10.00 per unit, each consisting of one Class A ordinary share and one-tenth of a warrant. Trust per share is $10.04, with a deadline of 24 months from closing (extendable to 27 months if a definitive agreement is signed within 24 months). The sponsor purchased 11.5 million founder shares for $25,000 and will purchase 350,000 private placement units for $3.5 million. The filing includes extensive disclosures about the sponsor, management, business strategy, risk factors, and conflicts of interest. Why it matters: This filing establishes the IPO terms and the SPAC's structure, including trust value, redemption deadlines, and sponsor conduct. Investors can evaluate the sponsor's track record (Michael Klein), dilution, and the terms of the offering.
●What changed:Registration statement (Form S-1) for a blank check company's initial public offering - a preliminary prospectus subject to completion, filed March 27, 2026, for CAII's IPO of 22,000,000 units at $10.00 per unit ($220M base, $253M with over-allotment). This is the initial S-1 filing for Collective Acquisition Corp. II, a newly formed SPAC (incorporated Feb 9, 2026) seeking to go public. No prior registration exists. Key terms established: 24-month deal deadline (27 months if LOI signed within 24 months), trust at $10.00/share ($220M), sponsor founder shares at $0.003/share (8,433,333 Class B, up to 1,100,000 subject to forfeiture), private warrants at $1.00/warrant (4,670,000, up to 5,000,000), public warrants exercisable at $11.50, redemption trigger at $18.00. Target focus: US/ally sovereignty, security, defense tech, AI, financial, strategic resources. The filing says no substantive discussions have occurred with any target. Deadline is October 2027 (24 months from expected IPO close). Why it matters: This establishes the baseline trust value ($10.10 per share implied), the 24/27-month deadline (through approximately October 2027/January 2028), and all sponsor economics for a new SPAC. Key for redemption tracking: the redemption mechanics allow 15% shareholding limit on redemptions if holding shareholder vote, and sponsor has waived redemption on founder shares. The filing also details the dilution mechanics - sponsor's $0.003 cost vs public $10.00 creates substantial potential dilution. Management team has prior SPAC experience: Sayegh served on IPXX (USARE merger with 91% extension redemption) and Hoffman served on IPCX.
●What changed:Registration statement on Form S-1 for a new blank check company IPO. This is an initial S-1 filing for the IPO of Maywood Acquisition Corp. 2, a new SPAC seeking to raise $100 million ($115 million with over-allotment) at $10.00 per unit. The trust is $10.07 per share based on the stated trust amount and unit count. The deadline is 12 months from closing (15 months if a definitive agreement is publicly announced). No target has been selected. The document provides full terms of the offering, sponsor economics, share lock-ups, redemption mechanics and corporate governance. Key terms: two sponsors (Stone Bay and West Pike), management team includes Zikang Wu (CEO/CFO), independent directors Zixun Jin, Hao Tian and Chao Yang. The sponsor promotes that none of its members are affiliated with the officers/directors. Why it matters: This filing establishes the baseline redemption calendar (12-15 month deadline from IPO closing, trust per-share value ~$10.07), the trust economics, and the sponsor's incentive structure (founder shares at ~$0.01/share, 4,040,541 Class B shares, with 527,027 subject to forfeiture if over-allotment not exercised). It also shows that management's prior SPACs (Healthcare AI, Battery Future) had mixed outcomes – one never consummated a deal under this team, one did close. The trust holds 100% of gross proceeds ($10.00 per unit). The sponsor loan and working capital loan terms are disclosed. For investors tracking redemption mechanics, this is the foundational document for future extension votes and deal proxy statements.
●What changed:Form S-1 Registration Statement under the Securities Act of 1933 for Research Alliance Corporation III, a newly organized blank check company (SPAC) seeking to raise $50 million through an initial public offering of 5,000,000 Class A ordinary shares at $10.00 per share. The SPAC intends to focus on healthcare and life sciences targets and is sponsored by an affiliate of RA Capital Management. This is the initial public filing of the S-1 registration statement. It establishes all material terms of the SPAC IPO, including: no warrants, a 24-month business combination deadline from closing, a trust of $10.00 per share, sponsor equity at $0.02 per founder share, a $6.95 million private placement of Class A shares by the sponsor at $10.00 per share, redemption rights for public shareholders, and a 15% redemption limit for holders of more than 15% of public shares when a vote is held. The document also names the management team (Matthew Hammond, CEO; Henry Stusnick, CBO/COO; Fran Adams, CFO; director nominees Michael MacLean and Timothy Miller) and details the sponsor's prior SPAC experience (Research Alliance Corp. I and II). Why it matters: This filing provides the foundational disclosure for investors to evaluate the SPAC's IPO. It specifies the trust mechanics, sponsor compensation (founder shares at nominal cost), potential dilution through founder share conversion anti-dilution rights, conflict-of-interest risks, and the 24-month window to complete a de-SPAC. The detailed risk factors, use of proceeds, and dilution tables allow investors to assess the economics and governance of the offering. No target has been identified; the SPAC has not initiated substantive discussions with any business combination candidate.
●What changed:Registration statement on Form S-1 for an initial public offering of a blank check company (SPAC) seeking to raise $200 million (or $230 million if over-allotment exercised) via 20,000,000 units at $10.00 per unit, each unit consisting of one Class A ordinary share and one-seventh of a right to receive one Class A ordinary share upon a business combination. The company has not yet selected a target business. Initial filing; no prior registration statement. Establishes the SPAC's IPO terms: trust account of $200 million ($10.00 per share), 24-month deadline to complete a business combination from closing of the offering, redemption rights for public shareholders upon business combination or certain charter amendments, and potential extension with shareholder vote and redemption rights. Sponsor holds 5,750,000 founder shares purchased for $25,000 (~$0.004 per share) and will purchase 300,000 private placement units at $10.00 per unit. Sponsor and insiders agree to lock-up, voting in favor of business combination, and waiver of redemption rights. No target identified yet. Why it matters: This S-1 provides all material terms for investors evaluating the OHAC SPAC IPO, including trust size, redemption mechanics, 24-month timeline, sponsor economics (founder shares at nominal price creating potential dilution), conflicts of interest, and risk factors. It is the primary disclosure document for the offering and sets the stage for future deal announcements.
●What changed:Registration statement on Form S-1 for an initial public offering (IPO) of a blank check company (SPAC), including prospectus and exhibits (e.g., Business Combination Marketing Agreement). This is the initial S-1 filing for the IPO; no prior public filings. The registration statement sets forth the terms of the offering: 12,500,000 units at $10.00 per unit, each unit consisting of one ordinary share and one-half warrant, trust of $125,000,000 ($10.00 per share), 24-month deadline to complete a business combination, and sponsor economics including founder shares purchased for $25,000. Also includes a Business Combination Marketing Agreement with EarlyBirdCapital for a fee of 3.5% of gross IPO proceeds payable upon completion of a business combination. Why it matters: Establishes the baseline trust value, redemption mechanics, deadline, and sponsor incentives for APMC. Investors can now evaluate the SPAC's terms, including the 24-month window, warrant structure, and dilution from founder shares. The filing also reveals the cross-border focus on U.S.-Mexico opportunities and the management team's background.
●What changed:Registration Statement on Form S-1 for an initial public offering of a blank check company (SPAC) seeking to acquire a healthcare/life sciences business. Initial filing of the S-1 registration statement for the IPO of JATT II Acquisition Corp, a new SPAC with a $60 million trust ($69 million with overallotment), no warrants, a 24-month deadline, and a focus on biotech/life sciences. The filing details sponsor compensation, redemption mechanics, and conflict of interest disclosures. Why it matters: Establishes the terms for potential investors, including trust value per share, redemption rights, sponsor promote structure, and the timeline for a business combination. Also discloses an indication of interest from AI Biotechnology for a $30 million PIPE at deal time, which is non-binding. The SPAC is led by a team with prior SPAC experience (JATT I/Zura Bio).
●What changed:Registration statement on Form S-1 for initial public offering of 10,000,000 units at $10.00 per unit, each unit consisting of one ordinary share and one right (each right entitling holder to receive one-tenth of one ordinary share upon a business combination). The company is a blank check company (SPAC) incorporated as a Cayman Islands exempted company on December 9, 2025, with no operations, no revenues, and no target identified yet. The filing details the offering structure, trust account ($100,000,000 deposited), redemption mechanics (public shareholders may redeem at $10.00 per share upon completion of a business combination or if no deal within 24 months), sponsor economics (founder shares purchased for $0.007 per share), underwriter arrangements, and risk factors. This is the initial S-1 filing for West Enclave Merger Corp.'s IPO; there is no prior public filing to compare. The document establishes all material terms of the SPAC for the first time. Why it matters: The filing sets forth the core investment terms for the SPAC: trust value initially $10.00 per public share, 24-month deadline from closing of the offering to complete a business combination, redemption rights for public shareholders, a 15% cap on redemptions by any group in a shareholder vote scenario, and significant economic incentives for the sponsor (founder shares at $0.007 per share). It also discloses the sponsor's and underwriter's roles, private placement details, and potential conflicts of interest. This is the key document for any investor evaluating the IPO or monitoring the SPAC post-offering.
●What changed:Form S-1 registration statement and preliminary prospectus. As disclosed in the company's subsequent events footnote, the registrant amended the proposed public offering terms effective March 5, 2026, which decreased the business combination period from 24 months to 18 months, removed the contractual option to extend the completion window through shareholder approval and supplemental trust deposits, and revised permitted withdrawals to explicitly exclude working capital requirements. The filing formalizes the trust account structure, mandating that $250,000,000 (or $10.00 per Unit sold) be deposited and maintained in U.S. government securities or money market funds, with public shareholders granted redemption rights up to a 15% cap without prior written consent when utilizing a shareholder vote mechanism. It also documents that the sponsor acquired founder shares at a nominal cost of $25,000 in total, or approximately $0.003 per share, which are contractually tied to anti-dilution conversion math designed to preserve a 25% aggregate post-closing ownership block. Why it matters: Stripping away the cash-deposit extension right and compressing the operational horizon significantly elevates liquidation risk, forcing management to prioritize speed over due diligence while simultaneously removing a traditional safety valve that historically prolonged SPAC lifecycles. Tightening permissible trust withdrawals safeguards the $10.00 per-share liquidity threshold against internal cash drains, directly protecting redeeming shareholders from working capital bleed. However, because the sponsor's equity was effectively issued at roughly $0.003 per share and is locked behind mathematical protections that guarantee a 25% retained stake regardless of how many public shares are sold back, minority investors bear asymmetric dilution risk; if redemptions fall short, public holders will absorb disproportionate earnings dilution and value erosion upon a business combination or forced wind-down.
●What changed:Initial Registration Statement (Form S-1) registering an IPO of up to 23,000,000 units of a Cayman Islands exempted blank check company. This is the company's first-ever S-1 prospectus. It establishes the trust account at $200.0 million (or $230.0 million if the underwriters exercise their over-allotment option), sets a $10.00 per unit offering price, and confirms a 24-month completion window extendable to 36 months via shareholder vote. The filing discloses significant initial dilution, with pro forma net tangible book value ranging from $7.29 down to negative $0.45 per share depending on redemption levels. It also documents sponsor commitments, including $25,000 paid for approximately 7.67 million founder shares and a $3,900,000 commitment for 390,000 private placement units. Why it matters: The prospectus defines the baseline economic structure for public investors, fixing the anticipated pro rata redemption price at approximately $10.00 per public share and detailing the 15% redemption limitation for holders exceeding that threshold in shareholder votes. It explicitly outlines material conflicts of interest, noting that the sponsor and officers hold fiduciary duties to other entities like Atlas Credit Partners and may allocate business combination opportunities across multiple SPACs. The document also locks in key incentive structures, such as deferred underwriting commissions totaling up to $4,900,000 payable only upon business combination completion, and transfer restrictions preventing insiders from selling founder shares until six months post-combination or until the stock closes at $12.00 for 20 out of 30 trading days.
●What changed:Registration statement on Form S-1 (preliminary prospectus) for initial public offering of units consisting of one Class A ordinary share and one-half of one redeemable warrant. Initial S-1 filing for a new blank-check SPAC; sets IPO terms: 20,000,000 units at $10.00 per unit, $200 million trust ($10.00 per unit), 24-month completion deadline, sponsor founder shares at ~$0.004/share and private placement warrants at $1.00/warrant, redemption mechanics with 15% cap, lock-ups, and target focus on financial services, specialty finance, fintech, and community banks Why it matters: Establishes the baseline trust value, deadline, sponsor economics, redemption rules, and business strategy for a new SPAC; investors will track trust per share, deadline extensions, redemptions, and deal progress against these terms; also includes going concern qualification and Investment Company Act risk disclosures
●What changed:Form S-1 registration statement for the IPO of a new blank-check company (SPAC). This is the initial S-1 registration for KPET Ultra Paceline, filed March 5, 2026. The SPAC is raising $200 million (20 million units at $10.00) with a 24-month deadline (one 3-month sponsor extension available to 27 months). It has no target identified. The per-share trust value at IPO will be $10.079676130434382. The sponsor is controlled 70% by Karl Peterson (KPThree) and 30% by Eduardo Tamraz. Key mechanics: 20M public shares, 5M founder shares (after forfeiture), 235K private placement units. The offering is led by sole book-runner Deutsche Bank Securities with a 45-day over-allotment option of up to 3M additional units. The company was originally named Paceline Solutions Corporation and changed its name to KPET Ultra Paceline Corporation on February 27, 2026. Why it matters: This filing establishes the full capital structure and redemption mechanics for the SPAC. It details the trust, the 24/27-month deadline, shareholder redemption rights (subject to a 15% cap on a single holder if a shareholder vote is used), the sponsor's nominal cost for founder shares ($0.004 each), and the anti-dilution protections that ensure founders retain 20%. It also discloses the sponsor's compensation ($20K/month administrative fee, reimbursement of up to $300K in organizational loans, and up to $1.5M in convertible working capital loans). The trust holds $10.00 per unit at IPO; the net tangible book value (NTBV) per share is detailed under various redemption scenarios, showing investors face immediate dilution of roughly 118% if all public shares are redeemed. Management claims extensive deal experience via prior SPACs (Pace-I/Playa, Pace Energy/Magnolia, Pace-II/Accel, Pace Tech/Nerdy, TPG Pace/Vacasa) but also notes two liquidations (Pace Beneficial Finance and Pace Beneficial II).
●What changed:Registration statement on Form S-1 for an initial public offering (IPO) of a blank check company (SPAC). This is the initial S-1 filing for QuasarEdge Acquisition Corp's IPO. It establishes the terms of the offering: 10,000,000 units at $10.00/unit ($100 million), each unit consisting of one ordinary share and one right to receive one-fifth of an ordinary share upon a business combination. The trust will hold $10.00 per public unit. The sponsor, Aspira Capital Consulting LTD, has committed to purchase 220,000 private units. The filing details the company's blank check structure, redemption rights, target acquisition criteria, conflict-of-interest disclosures (management is also involved with several other SPACs including Quartzsea and Quantumsphere), and extensive risk factors related to potential China-based targets and PRC regulations. Why it matters: This S-1 provides the foundational prospectus for a new SPAC IPO. For investors, the critical elements are the standard trust/per-share redemption terms ($10.06 trust value per the corpus header), the 18-month (up to 21-month) deadline for a deal, and the intense conflict-of-interest disclosures: all executive officers and directors serve in similar capacities at multiple other SPACs targeting similarly-sized companies (enterprise value $180M-$1B), creating a material risk in how acquisition opportunities will be allocated. The sponsor paid only ~$0.0062/share for its founder shares, creating a significant economic incentive to close any deal versus liquidating. The filing also candidly warns that the sponsor's and management's ties to China may make it difficult to complete a non-PRC deal, increasing the likelihood of a China-based target with attendant regulatory and audit risks.
●What changed:S-1 Registration Statement for an initial public offering by Mercator Acquisition Corp., a blank check company. This is a new filing — the first S-1 for Mercator Acquisition Corp. It sets forth the terms of its IPO of 25,000,000 units at $10.00/unit (with an over-allotment option for 3,750,000 additional units), each unit consisting of one Class A ordinary share and one-third of one redeemable warrant. The trust receives $250.0 million ($10.00/share). The deadline to complete a business combination is 24 months from closing (not Jan. 9, 2028 as stated in the prompt — the filing says 24 months from the closing of the offering). The sponsor paid $25,000 for 8,625,000 founder shares ($0.003/share). The sponsor and Clear Street are purchasing 4,666,666 private placement warrants at $1.50/warrant ($7.0 million aggregate). Non-managing sponsor investors have expressed interest in indirectly purchasing 3,500,000 private placement warrants and receiving 2,100,000 founder shares. Lock-up: founder shares — 1 year post-business combination (or earlier if share price ≥$12.00 for 20 of 30 days starting 150 days post-combination); private placement warrants — 30 days post-combination; all securities — 180 days. The prospectus is preliminary and subject to completion. Why it matters: This filing discloses all the mechanical terms of a brand-new SPAC IPO. For redemption tracking, the trust is $10.00/share with a 24-month deadline. The sponsor structure — Shawn Matthews (CEO of prior HCM SPACs) as sole managing member — and the detailed disclosure of prior SPAC performance (HCM I/MRNO with ~83% redemptions and post-combo price of $0.68; HCM II/IMSR with ~0.03% redemptions and post-combo price of $7.52) are directly relevant to assessing sponsor conduct and alignment. The filing also lists five director nominees (including three independent directors) and their backgrounds, and contains a full risk factor section, including discussion of potential Investment Company Act classification.
●What changed:S-1 registration statement for an initial public offering — essentially a blank check company IPO prospectus for RMG ML Sports Holdings. This is the initial filing of the S-1; no prior registration exists for this issuer. It sets forth the proposed terms of the offering: $261 million IPO of 26.1 million units at $10.00 per unit (plus over-allotment option of 3.915 million units), each unit consisting of one Class A ordinary share and one right (1/10 of a share upon a business combination). Why it matters: This S-1 establishes the core mechanics for investors to track: The trust per-share value is $10.00. The deadline to complete a business combination is 24 months from the closing of this offering (approximately February-March 2028), with a permitted extension up to 36 months, subject to shareholder vote and redemption rights. The document provides extensive detail on sponsor conduct, including the sponsor's nominal investment ($0.002 per founder share), potential conflicts of interest, and the structure of founder shares which include anti-dilution protections that could cause material dilution to public shareholders. The filing is a required first step toward listing on Nasdaq under the symbols SHOTU (units), SHOT (ordinary shares), and SHOTR (rights).
●What changed:Registration statement (Form S-1) for an initial public offering by Forefront Tech Holdings Acquisition Corp, a blank-check company seeking to raise $100 million by selling 10 million units at $10 each. This is a new filing by a newly formed SPAC that is just beginning its IPO process. There are no updates regarding a business combination target, redemption deadlines, trust value changes, extensions, or deal progress because the company is still in the searching phase and has not yet completed its offering. Why it matters: This filing is important because it establishes the initial terms of the SPAC's IPO. It details the basic mechanics investors will need: a $10.00 per-unit price, a 24-month deadline to complete a business combination, the trust structure held by Odyssey Transfer and Trust Company, the founder shares and private unit purchases by sponsor Next Lion Sponsor Holdings LLC, and the standard redemption and liquidation provisions. It also signals the company's focus on technology targets and highlights potential conflicts of interest between the sponsor and public shareholders.
●What changed:Registration Statement (S-1) for the initial public offering of NewHold Investment Corp IV, a blank-check SPAC formed to pursue an initial business combination, primarily in industrial technology. This is the initial S-1 filing for a new SPAC, NHIV. The registration statement describes the terms of the IPO of 17,500,000 units at $10.00/unit, each unit consisting of one Class A ordinary share and one-third of a warrant. It details the sponsor's structure (NewHold Industrial Technology IV LLC, formed Aug. 2025), the 24-month deadline to consummate a business combination, the $175M trust deposit, redemption mechanics, and the extensive conflicts of interest related to the multiple prior NHIC SPACs and concurrent NHIC III. No prior S-1 exists for this issuer. Why it matters: This filing establishes all initial terms for a new SPAC by the NewHold group. While it initiates no redemption deadline or deal risk (the SPAC is pre-IPO), it is material for investors tracking sponsor conduct and terms. The filing discloses an unusually high degree of potential conflicts: the management team's roles at NHIC I (Evolv), the liquidated NHIC II, and the still-searching NHIC III create a 'queue' of potential targets. The non-managing sponsor investors' expression of interest in purchasing substantially all of the offering, combined with their indirect founder-share stake, raises governance concerns about a controlled company. The 24-month deadline (extendable with shareholder vote) and the $10.06 trust value are standard but set the baseline for all future monitoring.
●What changed:S-1 registration statement for a new SPAC initial public offering. Initial filing of a registration statement for a proposed IPO of 10,000,000 units (plus 1,500,000 over-allotment) at $10.00 per unit. Each unit consists of one Class A ordinary share and one right to receive one-sixth of one Class A ordinary share upon an initial business combination. Trust will hold $100,000,000 ($115,000,000 if over-allotment exercised) at $10.00 per unit. SPAC has 18 months from closing to complete a business combination. Sponsor (Plutonian Capital II LLC) purchased 2,875,000 founder shares for $25,000 and will buy 160,000 private units (168,100 if over-allotment) at $10.00 per unit. Target focus: energy storage, telecommunications, consumer sectors globally, excluding China-based VIE and PCAOB non-inspectable companies. Management team and independent directors identified. No target selected. Why it matters: Introduces a new SPAC with a $100 million trust, standard terms, and specific exclusion of China-based VIE targets. The filing discloses significant dilution risk from sponsor's low-cost founder shares, potential conflicts of interest due to management's ties to China (though target search excludes China), and risks related to PCAOB auditability. The SPAC's 18-month deadline and redemption mechanics are standard. Investors should note the sponsor's track record (prior SPACs had very high redemption rates and post-combination stock prices near zero). The filing provides all terms for the IPO and sets the stage for future business combination.