Financial Performance - For the three months ended March 31, 2025, the company reported a net income of approximately $717,000, primarily from $1,160,000 of interest income[136] - The company incurred approximately $413,000 in general and administrative expenses for the three months ended March 31, 2025[136] - Net income (loss) per ordinary share is calculated by dividing net income (loss) applicable to shareholders by the weighted average number of ordinary shares outstanding[147] Capital Structure - The Initial Public Offering (IPO) generated proceeds of $100,000,000 from the sale of 10,000,000 Class A ordinary shares at $10.00 per share[120] - A private placement of 300,000 Class A ordinary shares raised an additional $3,000,000 at the same price of $10.00 per share[121] - The company has secured a private investment of $385,000,000 through convertible notes and an additional $200,000,000 through Class A ordinary shares[129] - The Sponsor has committed up to $1,750,000 in the Sponsor Loan to cover transaction costs and working capital, with a conversion option into Class A ordinary shares at $10.00 per share[140] Business Combination - The company has until August 14, 2026, to complete the Business Combination, or it will liquidate and redeem Public Shares[123] - A business combination agreement was entered into on April 22, 2025, involving multiple entities, including Twenty One Capital, Inc.[127] - The company plans to merge with SPAC Merger Sub, with shareholders receiving one share of Pubco Class A common stock for each Class A ordinary share held[128] - CF&Co. will receive a cash fee of $3,500,000 for advisory services related to the Business Combination, equating to 3.5% of the IPO gross proceeds[138] - The Sponsor has agreed to lend the company up to $1,500,000 under a promissory note related to the Business Combination, with $0.15 per Public Share being redeemed added to the Trust Account[139] Financial Position - As of March 31, 2025, the company had a working capital deficit of approximately $576,000[131] - As of March 31, 2025, the company had approximately $490,000 under the Sponsor Loan, compared to $333,000 as of December 31, 2024[141] - The fair value of investments in U.S. government treasury bills held in the Trust Account was approximately $103,063,000 as of March 31, 2025, up from $101,976,000 as of December 31, 2024[143] - As of March 31, 2025, the company had no off-balance sheet arrangements or contractual obligations[149] Accounting and Compliance - The company has elected not to opt out of the extended transition period under the JOBS Act, allowing it to adopt new accounting standards at the same time as private companies[145] - The Sponsor pays expenses on behalf of the company, with $0 and approximately $1,000 payable to the Sponsor for such expenses as of March 31, 2025, and December 31, 2024, respectively[142] - The company has no borrowings under the Working Capital Loans or the Sponsor Note as of March 31, 2025, and December 31, 2024[141] - The company accounts for 10,000,000 Class A ordinary shares subject to possible redemption as temporary equity, reflecting uncertain future events[146]
Cantor Equity Partners, Inc.(CEP) - 2025 Q1 - Quarterly Report