IPO and Fundraising - The company completed its Initial Public Offering (IPO) on May 6, 2025, raising gross proceeds of $287.5 million from the sale of 28,750,000 Units at $10.00 per Unit, including the full exercise of the over-allotment option[119] - The company also raised an additional $7.25 million from the sale of 725,000 Private Placement Units at $10.00 per Unit, generating total gross proceeds of $294.75 million[120] - The company incurred transaction costs of $14,560,986 related to the IPO, which included $5,750,000 in upfront discounts and $10,062,500 in deferred underwriting fees[136] Financial Performance - For the three months ended September 30, 2025, the company reported a net income of $2,323,436, which includes $3,239,348 of interest income from the Trust Account, offset by $915,912 in general and administrative costs[131] - For the nine months ended September 30, 2025, the company reported a net income of $5,879,945, including $9,417,973 of interest income from the Trust Account, with general and administrative costs amounting to $3,538,028[132] - The company has not generated any operating revenues to date and does not expect to do so until after the completion of its Business Combination[130] Business Combination and Agreements - The company entered into a Merger Agreement with PlusAI on June 5, 2025, intending to effect a business combination, subject to shareholder approval and other closing conditions[125] - The Company intends to complete a Business Combination with PlusAI, with the merger structure involving two merger subsidiaries[148] - The Company entered into an Advisory Agreement with the underwriter for a cash fee of $7,000,000 upon consummation of a Business Combination, with an additional fee of up to $3,000,000 at the Company's discretion[147] Trust Account and Working Capital - As of September 30, 2025, the company had withdrawn $1,000,000 in interest from the Trust Account for working capital purposes, with no further amounts available for withdrawal until May 6, 2026[139] - As of September 30, 2025, the Company does not believe it will have sufficient funds for working capital needs for at least one year[141] - If a Business Combination is not completed by August 6, 2026, there will be a mandatory liquidation, raising substantial doubt about the Company's ability to continue as a going concern[142] Accounting and Administrative Costs - The Company incurs $30,000 per month for office space and administrative support, starting from May 2, 2024[144] - The Company incurred $56,250 and $108,750 in fees related to Director Agreements for the three and nine months ended September 30, 2025, respectively[145] - The Company early adopted ASU 2025-03, which impacts the accounting for the de-SPAC Transaction, effective from July 1, 2025[150] - Management does not believe that any recently issued accounting pronouncements will have a material effect on the Company's financial statements[151] Combination Period and Extensions - The company has until August 6, 2026, to complete its Business Combination, or it will cease operations and redeem Public Shares at a price equal to the amount in the Trust Account[122] - The company may seek to extend the Combination Period, which would require public shareholder approval and could affect the amount held in the Trust Account[124] Off-Balance Sheet Arrangements - The Company has no off-balance sheet arrangements as of September 30, 2025, and does not participate in transactions that create relationships with unconsolidated entities[143] Underwriting and Commissions - Upon completion of the initial Business Combination, underwriters are entitled to a deferred underwriting commission of 3.5% on Units sold, up to $10,062,500[146]

Part I. Financial Information [Financial Statements](index=4&type=section&id=Item%201.%20Financial%20Statements) For the six months ended June 30, 2025, Churchill Capital Corp IX reported a net income of $3.56 million, primarily driven by $6.18 million in interest income from its Trust Account, offset by $2.62 million in general and administrative expenses [Condensed Consolidated Balance Sheets](index=4&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) As of June 30, 2025, the company's total assets were $303.15 million, a slight increase from $299.12 million at year-end 2024, primarily due to interest earned on marketable securities held in the Trust Account Condensed Consolidated Balance Sheet Highlights | Metric | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Cash | $426,052 | $2,412,564 | | Marketable securities and cash held in Trust account | $302,301,272 | $296,122,647 | | **Total Assets** | **$303,150,506** | **$299,124,430** | | Total Liabilities | $10,607,067 | $10,137,500 | | Class A ordinary shares subject to possible redemption | $301,301,272 | $296,122,647 | | **Total Shareholders' Deficit** | **$(8,757,833)** | **$(7,135,717)** | [Condensed Consolidated Statements of Operations](index=5&type=section&id=Condensed%20Consolidated%20Statements%20of%20Operations) For the three and six months ended June 30, 2025, the company reported net income of $842,372 and $3,556,509, respectively, primarily from interest earned on the Trust Account Statement of Operations Summary (Unaudited) | Period | General & Administrative Expenses | Interest Income on Trust Account | Net Income | | :--- | :--- | :--- | :--- | | **Three Months Ended June 30, 2025** | $2,338,661 | $3,181,033 | $842,372 | | **Three Months Ended June 30, 2024** | $298,162 | $2,260,889 | $1,962,727 | | **Six Months Ended June 30, 2025** | $2,622,116 | $6,178,625 | $3,556,509 | | **Six Months Ended June 30, 2024** | $322,254 | $2,260,889 | $1,938,635 | [Condensed Consolidated Statements of Cash Flows](index=7&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) For the six months ended June 30, 2025, net cash used in operating activities was $1.99 million, primarily due to non-cash interest income and increases in prepaid and accrued expenses Cash Flow Summary for Six Months Ended June 30 | Cash Flow Activity | 2025 | 2024 | | :--- | :--- | :--- | | Net cash used in operating activities | $(1,986,512) | $(1,061,243) | | Net cash used in investing activities | $0 | $(287,500,000) | | Net cash provided by financing activities | $0 | $290,232,495 | | **Net Change in Cash** | **$(1,986,512)** | **$1,671,252** | | **Cash – End of period** | **$426,052** | **$1,671,252** | [Notes to Condensed Consolidated Financial Statements](index=8&type=section&id=Notes%20to%20Condensed%20Consolidated%20Financial%20Statements) The notes detail the company's SPAC status, its IPO, the establishment of a $287.5 million Trust Account, and the signing of a definitive merger agreement with Plus Automation, Inc - The company is a SPAC incorporated on December 18, 2023, and consummated its Initial Public Offering of **28,750,000 units** on May 6, 2024, raising gross proceeds of **$287.5 million**[23](index=23&type=chunk)[26](index=26&type=chunk) - On June 5, 2025, the company entered into a definitive Merger Agreement with Plus Automation, Inc. ("PlusAI"), with a deadline to complete the initial Business Combination by **August 8, 2026**[36](index=36&type=chunk)[29](index=29&type=chunk) - A mandatory liquidation if a Business Combination is not completed by the deadline raises substantial doubt about the company's ability to continue as a going concern[44](index=44&type=chunk) - The company has significant contingent liabilities, including a **$10.06 million** deferred underwriting fee and a potential **$7 million** advisory fee with Citigroup, payable upon completion of a Business Combination[89](index=89&type=chunk)[90](index=90&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=22&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses the company's status as a blank check company, its primary activity of seeking a business combination, and the execution of a merger agreement with PlusAI on June 5, 2025 - The company is a blank check company whose activities since its December 2023 inception have been organizational, preparing for its IPO, and identifying a target for a Business Combination[120](index=120&type=chunk)[128](index=128&type=chunk) - On June 5, 2025, the Company entered into a definitive Merger Agreement with Plus Automation, Inc. (PlusAI), marking a significant step towards its initial Business Combination[124](index=124&type=chunk) Results of Operations Highlights | Period | Net Income | Key Drivers | | :--- | :--- | :--- | | **Q2 2025** | $842,372 | $3.18M interest income offset by $2.34M G&A costs | | **Q2 2024** | $1,962,727 | $2.26M interest income offset by $298k G&A costs | | **H1 2025** | $3,556,509 | $6.18M interest income offset by $2.62M G&A costs | | **H1 2024** | $1,938,635 | $2.26M interest income offset by $322k G&A costs | - The company's mandatory liquidation if a Business Combination is not completed by the deadline (currently **August 8, 2026**) raises substantial doubt about its ability to continue as a going concern[142](index=142&type=chunk) [Quantitative and Qualitative Disclosures Regarding Market Risk](index=26&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20Regarding%20Market%20Risk) The company is a smaller reporting company and is therefore not required to provide the information for this item - As a smaller reporting company, the registrant is not required to provide quantitative and qualitative disclosures about market risk[153](index=153&type=chunk) [Controls and Procedures](index=26&type=section&id=Item%204.%20Controls%20and%20Procedures) Management evaluated the company's disclosure controls and procedures, concluding they were effective as of June 30, 2025, with no material changes to internal control over financial reporting during the quarter - Based on an evaluation, the company's Certifying Officers concluded that disclosure controls and procedures were effective as of the end of the fiscal quarter ended June 30, 2025[156](index=156&type=chunk) - There were no material changes to the company's internal control over financial reporting during the quarter[158](index=158&type=chunk) Part II. Other Information [Legal Proceedings](index=29&type=section&id=Item%201.%20Legal%20Proceedings) The company reports that there is no material litigation currently pending or contemplated against the company, its subsidiaries, or its officers and directors - To the knowledge of management, there is no material litigation currently pending or contemplated against the company[161](index=161&type=chunk) [Risk Factors](index=29&type=section&id=Item%201A.%20Risk%20Factors) The company states there have been no material changes to its previously disclosed risk factors, except for new risks specifically related to the pending merger with PlusAI - New risk factors have been introduced related to the pending Initial Business Combination with PlusAI[162](index=162&type=chunk) - Key risks include the potential for the merger not to be consummated, the incurrence of significant expenses regardless of the outcome, and restrictions on pursuing alternative transactions[163](index=163&type=chunk)[164](index=164&type=chunk) - The issuance of Class A common stock upon closing the transaction will cause dilution to existing shareholders[165](index=165&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=29&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) The company reported no sales of unregistered securities during the quarter ended June 30, 2025, and no material change in the planned use of IPO proceeds - There were no sales of unregistered securities during the quarterly period[169](index=169&type=chunk) - There has been no material change in the planned use of proceeds from the Initial Public Offering[170](index=170&type=chunk) [Defaults Upon Senior Securities](index=30&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities) The company reported no defaults upon senior securities - None[171](index=171&type=chunk) [Mine Safety Disclosures](index=30&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) This item is not applicable to the company - Not applicable[172](index=172&type=chunk) [Other Information](index=30&type=section&id=Item%205.%20Other%20Information) During the quarter, none of the company's directors or officers adopted or terminated any Rule 10b5-1 trading arrangement or non-Rule 10b5-1 trading arrangement - No directors or officers adopted or terminated any "Rule 10b5-1 trading arrangement" or "non-Rule 10b5-1 trading arrangement" during the quarter[173](index=173&type=chunk) [Exhibits](index=31&type=section&id=Item%206.%20Exhibits) This section lists the exhibits filed as part of the quarterly report, including the Merger Agreement with PlusAI and various officer certifications - Exhibits filed with the report include the Agreement and Plan of Merger with Plus Automation, Inc., related sponsor and support agreements, and officer certifications[176](index=176&type=chunk)

Financial Performance - For the three months ended March 31, 2025, the company reported a net income of $2,714,137, which includes $2,997,592 of interest income from the Trust Account[119]. - The company has no revenues to date and does not expect to generate operating revenues until after completing a Business Combination[118]. Initial Public Offering - The company generated gross proceeds of $287,500,000 from the Initial Public Offering of 28,750,000 Units at $10.00 per Unit[124]. - The company incurred transaction costs of $14,560,986 related to the Initial Public Offering, including $5,750,000 of upfront discounts to underwriters[125]. Trust Account and Working Capital - The company intends to use substantially all funds in the Trust Account to complete its Initial Business Combination[126]. - The company has fully withdrawn $1,000,000 in working capital from the Trust Account as of March 31, 2025, with no further amounts available until the one-year anniversary of the Initial Public Offering[128]. Debt and Financial Obligations - The company has no long-term debt or off-balance sheet arrangements as of March 31, 2025[132]. - The company has incurred $30,000 per month in fees to the Sponsor for office space and administrative support since May 2, 2024[133]. Business Combination and Regulatory Environment - The company may seek to extend the Combination Period by amending its memorandum and articles of association, which would require public shareholder approval[116]. - The company is subject to new SEC rules for SPACs that may affect its ability to negotiate and complete its Initial Business Combination[115].

IPO and Financial Overview - The company completed its Initial Public Offering on May 6, 2024, raising gross proceeds of $287.5 million from the sale of 28,750,000 Public Units at $10.00 per Unit[34]. - A total of $287.5 million, including $283.56 million from the IPO and $3.94 million from a Private Placement, was placed in the Trust Account[36]. - The company has $296,122,647 available for a Business Combination as of December 31, 2024, before redemptions and fees[70]. - The company has placed $287,500,000 in its Trust Account from the Initial Public Offering and Private Placement[156]. - The company incurred transaction costs of $14,560,986 related to the Initial Public Offering, including $5,750,000 in upfront discounts and $10,062,500 in deferred underwriting fees[188]. - For the year ended December 31, 2024, the company reported a net income of $8,791,874, primarily from $9,622,647 in interest income earned on the Trust Account[184]. - As of December 31, 2024, the company has withdrawn $1,000,000 from the Trust Account for working capital, with no further amounts available until the one-year anniversary of the Initial Public Offering[191]. - The expected pro rata redemption price for Public Shares is approximately $10.30 as of December 31, 2024, before taxes[156]. - The per-share redemption amount upon dissolution is expected to be approximately $10.00, but may be less due to creditor claims[121]. Business Combination Strategy - The company aims to identify and execute attractive Business Combination opportunities, focusing on targets with compelling long-term growth prospects and significant recurring revenue streams[29]. - The company must complete its initial Business Combination by May 6, 2026, or by August 6, 2026, if a letter of intent is executed by May 6, 2026[37]. - The company seeks to acquire businesses with strong potential for stable free cash flow and opportunities for further acquisitions[43]. - The investment strategy emphasizes sourcing through proprietary channels rather than broadly marketed processes, aiming for unique acquisition opportunities[43]. - The company must complete one or more Business Combinations with an aggregate fair market value of at least 80% of the assets held in the Trust Account[55]. - The company anticipates structuring the initial Business Combination to acquire 100% of the equity interests or assets of the target business[57]. - The company intends to focus its search for an initial Business Combination in a single industry, which may limit diversification[85]. - The company may need additional financing to complete its initial Business Combination if the transaction requires more cash than available[74]. - The company may not be able to assure shareholders that key personnel will remain in senior management positions post-Business Combination[87]. - The company may face risks associated with acquiring financially unstable or early-stage businesses[83]. Management and Governance - The management team and M. Klein and Company leverage extensive industry relationships to source potential acquisition targets[39]. - The company has established Archimedes Advisors LLC, consisting of Operating Partners with experience in various sectors to assist in sourcing and enhancing value in Business Combinations[30]. - Operating Partners will share in the appreciation of Founder Shares and Private Placement Units upon successful completion of a Business Combination, aligning their incentives with shareholders[31]. - The Management Team intends to devote necessary time to the company's affairs until the initial Business Combination is completed[59]. - Conflicts of interest may arise due to the Management Team's obligations to other entities regarding Business Combination opportunities[49]. - The company has a fiduciary duty to M. Klein and Company, which may lead to conflicts of interest in acquisition opportunities[130]. - The company may engage affiliates for additional services post-IPO, which could create potential conflicts of interest[134]. - The company has no family relationships among its directors or executive officers, ensuring independent governance[220]. Regulatory and Compliance - The company is classified as an "emerging growth company," allowing it to take advantage of certain exemptions from reporting requirements[64]. - The company will remain an emerging growth company until the earlier of May 6, 2029, or achieving total annual gross revenue of at least $1.235 billion[66]. - The company is also classified as a "smaller reporting company," which allows for reduced disclosure obligations[67]. - The company has filed a Registration Statement on Form 8-A with the SEC, making it subject to Exchange Act regulations[68]. - The company is subject to reporting obligations under the Exchange Act, including filing annual, quarterly, and current reports with the SEC[139]. - The company may remain a smaller reporting company as long as its market value held by non-affiliates is less than $250 million[146]. - The company may not be able to acquire target businesses that do not meet financial statement requirements, potentially limiting acquisition candidates[140]. - The company does not anticipate paying cash dividends prior to the completion of its initial Business Combination, with future dividends dependent on financial conditions[172]. - The company does not expect its disclosure controls and procedures to prevent all errors and instances of fraud, providing only reasonable assurance of their effectiveness[206]. Risks and Challenges - The company may face intense competition from other entities for acquisition opportunities, which could limit its ability to acquire larger target businesses[129]. - The company may face challenges in completing an initial Business Combination due to recent fluctuations in inflation and interest rates[150]. - Cybersecurity incidents could lead to information theft, operational disruption, and financial loss for the company[165]. - The company may need to liquidate investments in the Trust Account to avoid being deemed an investment company under the Investment Company Act[157]. - The company may not complete its initial Business Combination within the Combination Period, which could limit shareholder redemption rights[148]. - There is no guarantee that all vendors and service providers will execute agreements waiving claims to the Trust Account[122]. - The company may conduct redemptions either through a general meeting or a tender offer, based on various factors including timing and legal requirements[102]. - If the aggregate cash consideration for redemptions exceeds the available cash, the Business Combination will not be completed, and all submitted shares will be returned[101]. - If the initial Business Combination is not completed, shareholders who elected to redeem their shares will not be entitled to redeem for their pro rata share of the Trust Account[115]. - The company’s securities may be subject to state securities regulation and additional compliance costs if delisted from Nasdaq[155]. - The share price of the post-Business Combination company may decline below the Redemption Price, affecting Public Shareholders[160]. Key Personnel - As of December 2023, Michael Klein serves as the Chief Executive Officer, President, and Chairman of the Board of Directors, with extensive experience in SPACs and investment banking[213]. - Jay Taragin has been the Chief Financial Officer since December 2023, previously serving in similar roles for multiple Churchill Capital entities[217]. - Stephen Murphy, a Director since the commencement of trading, has significant investment banking and entrepreneurial experience, particularly in sustainable technology[218]. - William Sherman joined the Board in July 2024, bringing operational and financial leadership experience from his tenure at Nat Sherman Inc.[219].

Financial Performance - The company generated net income of $3,562,356 for the three months ended September 30, 2024, primarily from $3,820,235 in interest income earned on the Trust Account, offset by $257,879 in general and administrative costs [84]. - For the nine months ended September 30, 2024, the company reported a net income of $5,500,991, which includes $6,081,124 of interest income from the Trust Account, offset by $580,133 in general and administrative costs [84]. Initial Public Offering - The company completed its Initial Public Offering on May 6, 2024, raising gross proceeds of $287,500,000 from the sale of 28,750,000 Units at $10.00 per Unit [86]. - Following the Initial Public Offering, a total of $287,500,000 was placed in the Trust Account, with transaction costs amounting to $14,560,986 [87]. Trust Account and Business Combination - The company intends to use substantially all funds in the Trust Account to complete its initial Business Combination, with remaining proceeds allocated for working capital [88]. - The company has no long-term debt or off-balance sheet arrangements as of September 30, 2024, and incurs a monthly fee of $30,000 to the Sponsor for administrative support [94][93]. - The SEC's new 2024 SPAC Rules, effective July 1, 2024, may materially affect the company's ability to negotiate and complete its initial Business Combination [81]. - The company has sufficient funds for working capital needs until at least one year from the issuance of the financial statements, but cannot assure the success of its Business Combination plans [91]. - The company may need additional financing to complete its Business Combination or to address potential redemptions of public shares [92]. Management Changes - The company has appointed William Sherman as a director and member of the audit and compensation committees, effective July 30, 2024 [82].

Financial Performance - The Company had a net income of $1,962,727 for the three months ended June 30, 2024, primarily from $2,260,889 of interest income earned on the Trust Account, offset by $298,162 in general and administrative costs[84]. - For the six months ended June 30, 2024, the Company reported a net income of $1,938,635, which includes $2,260,889 of interest income from the Trust Account, offset by $322,254 in general and administrative costs[84]. Initial Public Offering - The Company completed its Initial Public Offering on May 6, 2024, raising gross proceeds of $287,500,000 from the sale of 28,750,000 Units at $10.00 per Unit[87]. - Following the Initial Public Offering, a total of $287,500,000 was placed in the Trust Account, with transaction costs amounting to $14,560,986[88]. Use of Funds - The Company intends to use substantially all funds in the Trust Account to complete its initial Business Combination, with remaining proceeds allocated for working capital[89]. - The Company has sufficient funds for working capital needs until at least one year from the issuance of the financial statements[92]. - The Company may need additional financing to complete its Business Combination or if a significant number of public shares are redeemed[93]. Debt and Financial Obligations - The Company has no long-term debt or off-balance sheet arrangements as of June 30, 2024, and incurs a monthly fee of $30,000 to the Sponsor for administrative support[95]. Regulatory Environment - The SEC's new 2024 SPAC Rules, effective July 1, 2024, may materially affect the Company's ability to negotiate and complete its initial Business Combination[81]. Business Operations - The Company has not engaged in any operations or generated revenues to date, with activities focused on preparing for the Initial Public Offering and identifying a target company for a Business Combination[83].

IPO and Financial Proceeds - On May 6, 2024, the company completed its Initial Public Offering (IPO) of 28,750,000 Units, generating gross proceeds of $287,500,000 at $10.00 per Unit[76]. - The company incurred transaction costs of $14,560,986 related to the IPO, including $5,750,000 in upfront discounts and $10,062,500 in deferred underwriting fees[77]. Financial Performance - For the three months ended March 31, 2024, the company reported a net loss of $24,092 due to general and administrative costs[74]. - The company has not generated any revenues to date and does not expect to do so until after completing a Business Combination[73]. Business Combination Plans - The company intends to use substantially all funds in the Trust Account for its initial Business Combination, with remaining proceeds allocated for working capital[78]. - The company may need to raise additional capital to complete its Business Combination or to cover significant redemptions of public shares[82]. - The company expects to continue incurring significant costs in pursuit of its acquisition plans, with no assurance of success[71]. Debt and Financial Obligations - The company has no long-term debt or off-balance sheet arrangements as of March 31, 2024[83]. - The company will incur monthly fees of $30,000 to the Sponsor for administrative support starting May 2, 2024[84]. Regulatory Environment - The SEC's new 2024 SPAC Rules may impact the company's ability to negotiate and complete its initial Business Combination[72].

As filed with the Securities and Exchange Commission on May 1, 2024. Registration No. 333-278192 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Churchill Capital Corp IX (Exact Name of Registrant as Specified in its Charter) Cayman Islands 6770 86-1885237 (State or Other Jurisdiction of Incorporation or Organization) (Primary Standard Industrial Classification Code Number) (IRS Employer Identification Number) 640 Fifth Avenue, 14th Floor New York, NY 10019 Telephone: (212) 380-7500 (Addres ...

Table of Contents As filed with the Securities and Exchange Commission on April 12, 2024. Registration No. 333-278192 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Cayman Islands 6770 86-1885237 (Primary Standard Industrial Classification Code Number) 640 Fifth Avenue, 14th Floor New York, NY 10019 Telephone: (212) 380-7500 Amendment No. 1 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Churchill Capital Corp IX (Exact Name of Registrant as Specified in its Char ...

Table of Contents As filed with the Securities and Exchange Commission on March 22, 2024. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Churchill Capital Corp IX (Exact Name of Registrant as Specified in its Charter) (State or Other Jurisdiction of Incorporation or Organization) Cayman Islands 6770 86-1885237 (Primary Standard Industrial Classification Code Number) 640 Fifth Avenue, 14th Floor Ne ...