IPO and Fundraising - The Company completed its IPO on December 12, 2025, raising gross proceeds of $345,000,000 from the sale of 34,500,000 Units at $10.00 per Unit, including the full exercise of the underwriters' over-allotment option [342]. - The Company also sold 890,000 Private Placement Units at $10.00 per Unit, generating additional gross proceeds of $8,900,000 [343]. - Total transaction costs incurred through the IPO amounted to $20,186,929, which included $6,900,000 in cash underwriting fees and $12,075,000 in deferred underwriting fees [354]. - The net proceeds from the IPO and Private Placement, totaling $345,000,000, were placed in a Trust Account for the benefit of public shareholders [344]. Financial Performance - As of December 31, 2025, the Company had a net income of $357,006, primarily from interest earned on marketable securities held in the Trust Account [350]. - As of December 31, 2025, the Company had cash of $834,527 and a working capital surplus of $815,086 [351]. Business Operations - The Company has not yet engaged in any operations or generated revenues, with activities focused on organizational tasks and preparing for the IPO [349]. - The Company intends to use substantially all funds in the Trust Account to complete a Business Combination, which must have a fair market value of at least 80% of the net assets held in the Trust Account [345]. - The Company may incur additional costs in pursuing its acquisition plans and cannot assure the successful completion of a Business Combination [348]. Regulatory and Compliance - The Company has no off-balance sheet arrangements as of December 31, 2025 [360]. - The company is classified as a smaller reporting company under Rule 12b-2 of the Exchange Act and is not obligated to provide the detailed disclosures typically required for market risk [363].
Karbon Capital Partners(KBONU) - 2025 Q4 - Annual Report