Financial Position - Total assets as of March 31, 2025, amount to $211,384, with current assets of $25,000 and total current liabilities of $229,206, resulting in a shareholder's deficit of $17,822[11][12]. - As of March 31, 2025, the Company had cash of $25,000 and a working capital deficit of $204,206[36]. - The Company has no long-term debt or capital lease obligations as of March 31, 2025[113]. - The Company has no off-balance sheet arrangements or obligations as of March 31, 2025[112]. IPO and Fundraising - The Initial Public Offering (IPO) on May 27, 2025, raised gross proceeds of $230,000,000 from the sale of 23,000,000 units, including 3,000,000 units from the underwriters' over-allotment option[26]. - The Company completed its Initial Public Offering on May 27, 2025, selling 23,000,000 Units at a price of $10.00 per Unit, totaling $230,000,000, including the full exercise of the underwriters' over-allotment option of 3,000,000 units[62]. - The company also completed a private placement of 660,000 units, generating additional gross proceeds of $6,600,000, with each unit priced at $10.00[26]. - The company intends to apply substantially all net proceeds from the IPO and private placement toward consummating a business combination[124]. - The SEC declared the registration statement for the IPO effective on May 22, 2025[123]. Operating Performance - The company reported a net loss of $42,822 for the period from January 7, 2025, through March 31, 2025, with a basic and diluted net loss per share of $0.01 based on a weighted average of 6,666,000 Class B ordinary shares outstanding[14]. - The company has not generated any revenues to date and does not expect to do so until after completing a business combination[103]. - The company had a net loss of $42,822 for the period from January 7, 2025 (inception) through March 31, 2025, primarily due to general and administrative costs[104]. Trust Account and Use of Proceeds - The company has established a Trust Account holding $230,000,000 from the IPO proceeds, which will be invested in U.S. government treasury obligations or money market funds[29]. - Total cash held in the trust account after the IPO and private placement is $230,000,000, which will be used to complete a business combination[107]. - The company intends to use substantially all funds in the trust account for completing a business combination and working capital for the target business[108]. Business Combination Plans - The company has a completion window of 24 months from the IPO closing date to finalize its initial Business Combination, or it will redeem public shares[33]. - The company has not yet selected a specific Business Combination target and has not engaged in substantive discussions regarding potential targets[24]. - The ongoing geopolitical conflicts may adversely affect the Company's search for an initial Business Combination[75]. Shareholder Information - The company plans to provide public shareholders the opportunity to redeem their shares at a price of $10.00 per share upon completion of the initial Business Combination[32]. - The Company has authorized a total of 500,000,000 Class A ordinary shares, with none issued or outstanding as of March 31, 2025[81]. - The Company has authorized a total of 50,000,000 Class B ordinary shares, with 7,665,900 shares issued and outstanding as of March 31, 2025[82]. Financial Instruments and Accounting - The fair value of the Company's financial instruments approximates their carrying amounts due to their short-term nature[49]. - The Company recorded share-based compensation in accordance with FASB ASC Topic 718, recognizing all forms of share-based payments at their fair value on the grant date[56]. - As of March 31, 2025, there were no critical accounting estimates disclosed that could materially affect the financial statements[115]. Management and Internal Controls - The management evaluated the effectiveness of disclosure controls and procedures, concluding they were effective as of the end of the quarterly period[118]. - The company reported no changes in internal control over financial reporting that materially affected its operations during the fiscal quarter[119]. - There have been no material changes to the risk factors disclosed in the final prospectus for the IPO[122]. Transaction Costs - Transaction costs related to the IPO totaled $14,320,654, which includes $4,600,000 in cash underwriting fees and $9,200,000 in deferred underwriting fees[27]. - The underwriters received a total underwriting discount of $4,600,000, with $2,300,000 paid in cash and $2,300,000 used to purchase private placement units[114]. - The company incurred total offering costs of $14,320,654, including $4,600,000 in cash underwriting fees and $9,200,000 in deferred underwriting fees[107].
Cal Redwood Acquisition Corp-A(CRAQ) - 2025 Q1 - Quarterly Report