OneIM Acquisition

This filing establishes the complete redemption mechanics, trust protections, and sponsor conduct rules for the SPAC. Investors now have a funded trust with a known deadline, a defined redemption process, and a clear timeline for the SPAC to find a target. The documents also detail the lock-up periods for founder shares (180 days post-business combination) and private placement units (30 days post-business combination), as well as the sponsor's indemnification obligations and the conditions under which the trust can be accessed or liquidated.

This prospectus sets all core terms for the SPAC, including the trust value per share ($10.00), the redemption mechanics (cash equal to trust per share), the deadline structure (24+3 months), sponsor economics (low-cost founder shares creating alignment to close a deal), and potential conflicts due to sponsor's affiliation with OneIM and prior SPAC track record. Investors should evaluate these terms to assess redemption risk, deal timeline pressure, and sponsor incentives.

This filing provides the first comprehensive look at the SPAC's terms: $250 million trust ($10.00 per share), 24-month (extendable to 27 months with definitive agreement) deadline for a business combination, sponsor's 20% founder stake at $0.003 per share, and full redemption rights for public shareholders. No target has been identified. The document highlights potential conflicts of interest from sponsor's low-cost founder shares and the management team's other fiduciary duties. Investors can evaluate dilution, redemption mechanics, and sponsor incentives before the IPO prices.

This filing initiates the public life of OIM. For all redemption/deadline/trust mechanics, it sets the baseline for the next ~2 years. The management team's prior SPAC experience (particularly the CEO's role in the SVFC/Symbotic deal that delivered strong returns) is a key selling point but the document itself contains warnings that past performance is no guarantee. The PFIC discussion alerts U.S. investors to potential adverse tax treatment, and the CFIUS discussion flags a real risk for certain deals.

Sets the structural terms for the SPAC's IPO: trust value per share, deadline for a business combination, sponsor economics and conflicts, redemption mechanics. Investors can now track the trust value, monitor for target announcements, and assess sponsor incentives. No deal progress exists yet.

What changed: Quarterly report (Form 10-Q) for the period ended March 31, 2026 — the first quarterly filing since the company's IPO. OIM completed its IPO on January 15, 2026, raising $287.5 million gross from 28,750,000 units (including full over-allotment) at $10.00 per unit, plus $2.0 million from a private placement of 200,000 units to the sponsor. Net IPO proceeds of $287.5 million were deposited into the trust account. As of March 31, 2026, trust assets are $288,733,079, or $10.04 per public share. The trust is invested in U.S. government obligations. The company reported a net income of $1.7 million for Q1 2026, entirely from interest and trust earnings, with $422,000 in formation and G&A expenses. Working capital outside trust is $1.5 million. The company has a 24-month deadline to complete a business combination (through January 15, 2028, or March 15, 2028 if a definitive agreement is signed within 24 months). No business combination agreement has been announced. No subsequent events requiring adjustment or disclosure occurred through the filing date of May 11, 2026. Why it matters: This is the company's first operational filing post-IPO, confirming the trust is fully funded at $10.04 per share, the IPO mechanics completed smoothly, and the company is actively searching for a target. The trust value slightly exceeds $10.00 per share due to earned interest. The 24-month deadline gives the sponsor until early 2028, but the clock is running.

What changed: Schedule 13G beneficial ownership report. The filing states that OneIM Sponsor LLC reports beneficial ownership. It contains no disclosures regarding redemption mechanics, trust accounting, acquisition deadlines, extension provisions, target identification, or sponsor conduct. The filer attributes all content to standard ownership reporting alone. Why it matters: For investors monitoring the SPAC redemption parameters, trust preservation, deadline tracking, deal advancement, or sponsor agreements, the filing provides no new variables. The sponsor and SEC staff treat the submission solely as a regulatory compliance update, leaving prior operational assumptions undisturbed until a substantive announcement occurs.

What changed: Annual Report (Form 10-K) for the fiscal year ended December 31, 2025, filed by OneIM Acquisition Corp., a blank-check company that had not yet completed its initial public offering as of the balance sheet date. The IPO closed on January 15, 2026, and the filing primarily covers pre-IPO formation and organizational activities. This is the company's first 10-K, establishing baseline information. No changes to redemptions, trust value, extensions, or deal progress: trust per share remains $10.00, deadline is January 15, 2028 (or April 15, 2028 if a definitive agreement is signed within 24 months), and no target business has been identified or substantive discussions initiated. Sponsor conduct is consistent with standard SPAC arrangements; no new related-party transactions beyond those disclosed. Why it matters: The filing provides the first public financial statements (audited) and confirms the post-IPO trust structure, extension mechanics, and redemption rights. It is a routine compliance filing that verifies the SPAC is still in its searching phase with no material developments, but it is the sole authoritative source for the company's initial capital structure and financial condition.

What changed: A Schedule 13G (beneficial ownership report) identifying six affiliated Sculptor Capital entities as reporting holders of OIM securities. The filing lists Sculptor Capital LP, Sculptor Capital II LP, Sculptor Capital Holding Corp, Sculptor Capital Holding II LLC, Sculptor Capital Management, Inc., and Sculptor Master Fund, Ltd. as disclosed parties. The excerpt provides no share quantities, percentage ownership, acquisition dates, or amendment flags. Consequently, there is no visible change to the SPAC’s redemption calendar, January 15, 2028 deadline, or stated $10.16 per-share trust reserve; however, unreported accumulation by a major financial firm could eventually pressure early cash-out dynamics or alter the shareholder base available to vote on any future business combination or extension vote. Why it matters: Because the document contains no operational data, revenue projections, target announcements, or sponsor directives, substantive corporate developments are absent. The sole informational value lies in tracking institutional positioning during the SEARCHING phase. Large holders often signal confidence in the sponsor’s pipeline or provide liquidity buffers during high-redemption environments. Until the full schedule reveals the precise ownership percentage and investment purpose, this filing serves as a positional anchor rather than a catalyst. The reference number [0001193125-26-093911] and filing date 2026-03-05 confirm regulatory submission timing, which matters for compliance windows ahead of the 2028 trust maturity.

What changed: Form 8-K current report with an accompanying press release announcing the separate trading of Class A ordinary shares and warrants. OneIM Acquisition Corp. announced that commencing March 6, 2026, holders of its initial public offering units may elect to separately trade the included Class A ordinary shares and warrants. According to the company, each unit consisted of one Class A ordinary share with a par value of $0.0001 per share and one-sixth of one redeemable warrant. Each whole warrant entitles the holder to purchase one Class A ordinary share for $11.50 per share, and the company specified that no fractional warrants will be issued upon separation. Why it matters: This filing reports a standard post-IPO mechanical event that decouples the SPAC's units into independent equity and derivative tradables. It does not amend the trust account value, alter the business combination deadline, announce extension approvals, or provide updates on deal progress or sponsor conduct. The press release reiterates that the company remains in a searching phase for a merger target, focusing on sectors where CEO Ioannis Pipilis, CFO Grigorios Kapenis, and directors Mark DiPaolo and Antony Sheriff possess considerable knowledge.

What changed: 10-Q quarterly report for the period ended September 30, 2025, filed February 27, 2026, covering the pre-IPO inception period (September 5, 2025) through September 30, 2025, and including subsequent events up to February 27, 2026, such as the IPO closing on January 15, 2026. This is the first 10-Q filed since the IPO. The company completed its IPO on January 15, 2026, with 28,750,000 units sold at $10.00 per unit, generating $287.5 million in gross proceeds, all of which was placed in the trust account. The filing confirms the initial trust value of $10.00 per share (not $10.16 as stated in the user's status, which likely reflects interest earned subsequently). No business combination has been announced, and the company remains in the searching phase. The deadline to complete a business combination is January 15, 2028 (or March 15, 2028 if a definitive agreement is signed within 24 months). There are no changes to redemption mechanics, extension provisions, or sponsor conduct from the IPO terms. Why it matters: This filing establishes the baseline financial condition post-IPO, confirms the trust fund size and per-share trust value, and provides the official timeline for the business combination deadline. It also details the sponsor's founder shares, private placement, and related party transactions, which are important for evaluating sponsor alignment and potential conflicts. The absence of any definitive agreement or letter of intent indicates the company is still in the early search stage, which is typical for a newly listed SPAC.

What changed: A Current Report on Form 8-K announcing the consummation of OneIM Acquisition Corp.'s initial public offering and concurrent private placement, accompanied by an audited balance sheet and financial statement notes dated January 15, 2026. According to the filing, the company consummated its IPO on January 15, 2026, issuing 28,750,000 units at $10.00 per unit for $287,500,000 in gross proceeds, fully exercising the underwriters' 3,750,000 unit over-allotment option. Simultaneously, the sponsor purchased 200,000 private placement units for $2,000,000. A total of $287,500,000 was placed in a U.S.-based trust account maintained by Continental Stock Transfer & Trust Company. Each unit includes one Class A ordinary share and one-sixth of a redeemable warrant, with whole warrants exercisable at $11.50 per share. The document establishes the Completion Period for a business combination as ending January 15, 2028, or March 15, 2028 if a definitive agreement is signed within 24 months. It confirms a $15,812,500 deferred underwriting fee payable to Deutsche Bank Securities Inc., which is forfeited upon liquidation. Additionally, 7,187,500 Founder Shares were issued for $25,000, with transfers of 25,000 shares to independent directors recorded on January 9, 2026. Why it matters: This filing defines the SPAC's operational and financial constraints for investors monitoring redemption thresholds and timelines. It sets the initial trust capitalization at $287,500,000, anchoring the baseline for future per-share redemption valuations once interest accrues. It codifies the extension protocol, noting that shareholder approval is required to lengthen the search period beyond 24 or 27 months, triggering pro-rata cash redemptions from the Trust Account. Management disclosed that the sponsor and independent directors waive redemption rights for Founder Shares, agree to vote in favor of any proposed business combination, and accept liability if third-party claims reduce the trust below the lesser of $10.00 per share or the actual pro-rata trust value. The notes detail an administrative support agreement capping sponsor payments at $10,000 per month, a restriction preventing any single group from redeeming more than 15% of public shares without consent, and an acquisition target requirement of at least 80% of the trust value. Regarding financial substance, the audited balance sheet reports $1,032,396 in a working capital surplus, resolving prior substantial doubt about going concern status, alongside $14,780,843 in accumulated deficit and $15,823,732 in total liabilities. The auditor, WithumSmith+Brown, PC, validated the financial position as of the balance sheet date.

What changed: A Schedule 13G joint filing agreement pursuant to Rule 13d-1(k), executed by Saba Capital Management, L.P., Boaz R. Weinstein, and Saba Capital Management GP, LLC to designate a single reporting agent for beneficial ownership filings. The excerpt contains only the joint filing agreement preamble and signature blocks dated January 22, 2026, authorized by Michael D’Angelo. It discloses no share quantities, ownership percentages, acquisition dates, or stated investment purposes, and therefore reports no adjustment to the collective beneficial ownership stake, no amendments to redemption rights, no trust valuation updates, no extension motions, and no commentary on OIM’s SEARCHING status or sponsor conduct. Beyond the mechanical reporting structure, the filing formally acknowledges that each undersigned party bears responsibility for the timeliness and accuracy of their own information while relying on the others for theirs, establishing a shared legal accountability framework for future amendments. Why it matters: Although the excerpt omits the numerical holdings that typically dictate voting leverage or redemption pressure, the execution of a joint 13G arrangement for Saba Capital Management and founder Boaz R. Weinstein confirms an institutional activist presence actively monitoring OIM. For investors tracking the 2028-01-15 deadline and the current $10.16 trust per share, the existence of a dedicated joint filing vehicle signals persistent oversight capacity that can escalate toward governance demands, timeline pressure, or partnership alignment once target identification advances or redemption windows narrow.

What changed: Form 8-K filed by OneIM Acquisition Corp. reporting the consummation of its initial public offering (IPO) on January 15, 2026, and the entry into related definitive agreements. The SPAC completed its IPO of 28,750,000 units at $10.00 per unit, generating $287,500,000 in gross proceeds (including full exercise of the over-allotment option). The net proceeds of $287,500,000 were deposited into a trust account. The trust per-share value is $10.16. The SPAC now has a 24-month deadline (until January 15, 2028) to complete an initial business combination, extendable to 27 months if a definitive agreement is signed within 24 months. The charter, warrant agreement, insider letter, and other standard SPAC governance documents were adopted or executed. Why it matters: This filing establishes the complete redemption mechanics, trust protections, and sponsor conduct rules for the SPAC. Investors now have a funded trust with a known deadline, a defined redemption process, and a clear timeline for the SPAC to find a target. The documents also detail the lock-up periods for founder shares (180 days post-business combination) and private placement units (30 days post-business combination), as well as the sponsor's indemnification obligations and the conditions under which the trust can be accessed or liquidated.

What changed: Prospectus filed pursuant to Rule 424(b)(4) for the initial public offering of OneIM Acquisition Corp., a blank-check company (SPAC) seeking a business combination. This is the first public filing establishing the SPAC's terms: offering of 25,000,000 units at $10.00 per unit, each consisting of one Class A ordinary share and one-sixth of one redeemable warrant. A trust account of $250,000,000 ($10.00 per public share) is created. The deadline to complete an initial business combination is 24 months from the closing of the offering (or 27 months if a definitive agreement is executed within 24 months). Sponsor OneIM Sponsor LLC committed to purchase 200,000 private placement units at $10.00 per unit. Founder shares (7,187,500 Class B shares, 937,500 subject to forfeiture) issued at $0.003 per share. No target has been selected. Redemption rights, extension provisions, and conflicts of interest are defined. Why it matters: This prospectus sets all core terms for the SPAC, including the trust value per share ($10.00), the redemption mechanics (cash equal to trust per share), the deadline structure (24+3 months), sponsor economics (low-cost founder shares creating alignment to close a deal), and potential conflicts due to sponsor's affiliation with OneIM and prior SPAC track record. Investors should evaluate these terms to assess redemption risk, deal timeline pressure, and sponsor incentives.