Item 2. Unregistered Sales of Equity Securities
Item 2. Unregistered Sales of Equity Securities
and Use of Proceeds.
On February 6, 2025, we consummated the Initial
Public Offering of 28,750,000 Units. The Units were sold at an offering price of $10.00 per unit, generating total gross proceeds of $287,500,000.
The securities in the Initial Public Offering were registered under the Securities Act on registration statement on Form S-1 (No. 333-282929).
The Securities and Exchange Commission declared the registration statements effective on February 4, 2025.
Simultaneously with the consummation of the Initial
Public Offering, the Sponsor consummated the private placement of an aggregate of 922,727 units at a price of $10.00 per Private Placement
Unit, generating total proceeds of $9,227,270. Each Private Placement Unit consists of one Private Placement Share and one Share Right
to receive one fifteenth (1/15) of a Class A ordinary share upon the consummation of an initial Business Combination (“Private Placement
Right”). Of those 922,727 Private Placement Units, the Sponsor purchased 495,447 Private Placement Units and BTIG purchased 427,280
Private Placement Units.
Of the gross proceeds received from the Initial
Public Offering, the exercise of the over-allotment option and the Private Placement Units, an aggregate of $288,937,500 was placed in
the Trust Account.
We paid a total of $15,812,500 in underwriting
discounts and commissions and $615,368 for other costs and expenses related to the Initial Public Offering.
For a description of the use of the proceeds generated
in our Initial Public Offering, see Part I, Item 2 of this Form 10-Q.
Purchases of Equity Securities by the Issuer
and Affiliated Purchasers
None.
Item 3. Defaults Upon Senior Securities
None
Item 4. Mine Safety Disclosures
Not applicable
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