Business Context and Reporting Period
Crown Reserve Acquisition Corp. I (CRAC) is a Cayman Islands-based special purpose acquisition company (SPAC) incorporated on April 29, 2025. The company was formed to effect a merger, capital stock exchange, or similar business combination with one or more target businesses. As of the reporting date, the company had not commenced principal operations and had not selected a specific business combination target. This Form 10-Q covers the period from inception (April 29, 2025) through June 30, 2025.
Key Financial Metrics
| Metric | Value |
|---|---|
| Total Assets | $341,301 |
| Cash and Cash Equivalents | $25,053 |
| Deferred Offering Costs | $316,248 |
| Total Liabilities | $316,248 |
| Promissory Note (Related Party) | $171,748 |
| Accrued Offering Costs | $144,500 |
| Total Shareholders' Equity | $25,053 |
| Net Income | $53 |
| Net Income Per Share (Basic & Diluted) | $0.00 |
Note: The company generated no operating revenue. Net income consisted solely of $53 in interest income.
Material Changes and Subsequent Events
The financial statements reflect the company's pre-IPO status. However, significant subsequent events occurred after the reporting period (June 30, 2025) but before the filing date (November 14, 2025):
- Initial Public Offering (IPO): On November 10, 2025, the company consummated its IPO of 17,250,000 Units (including the full exercise of the underwriters' over-allotment option) at $10.00 per Unit, generating gross proceeds of $172,500,000.
- Private Placement: Simultaneously with the IPO, the company sold 375,000 Private Placement Units to the Sponsor at $8.00 per unit, generating $3,000,000 in proceeds.
- Trust Account: Following the IPO, $172,500,000 was deposited into a Trust Account.
- Transaction Costs: Total transaction costs amounted to $2,079,000, including a $1,725,000 cash underwriting fee and $354,000 in other offering costs.
- Over-Allotment: The underwriters fully exercised their option to purchase 2,250,000 additional units, meaning the 562,500 Class B ordinary shares previously subject to forfeiture are now fully issued and outstanding.
Guidance, Outlook, and Risks
Outlook and Liquidity: Management believes the proceeds from the IPO and private placement, combined with the ability to borrow up to $5,000,000 from the Sponsor via working capital loans, are sufficient to finance operations for at least 12 months following the IPO. The company expects to incur significant costs related to identifying and evaluating target businesses and completing a business combination.
Business Combination Timeline: The company must complete a business combination by November 10, 2026 (12 months from the IPO closing), or during any extension period. If no combination is completed, the company will liquidate and redeem public shares from the Trust Account.
Risks and Contingencies:
- Going Concern: Prior to the IPO, the company relied on a promissory note from the Sponsor. Post-IPO, liquidity is supported by the Trust Account and proceeds held outside the trust.
- Internal Controls: Management concluded that disclosure controls and procedures were not effective as of June 30, 2025, due to the company's limited operations and lack of formal internal control processes. This is expected to be remediated post-IPO.
- Redemption Rights: Public shareholders have the right to redeem their shares for a pro rata portion of the Trust Account upon the completion of a business combination or liquidation.
Investor Verification Checklist
- IPO Closing Confirmation: Verify the final closing details of the November 10, 2025 IPO, including the exact number of units sold and the final amount deposited in the Trust Account.
- Trust Account Composition: Confirm the specific investments held within the Trust Account (e.g., U.S. Treasury obligations) and the interest rate environment affecting potential returns.
- Related Party Loans: Review the status of the $171,748 promissory note owed to the Sponsor and confirm its repayment terms post-IPO.
- Deferred Underwriting Fees: Verify the amount of deferred underwriting commissions ($300,000 base + $225,000 over-allotment) payable upon the completion of a business combination.
- Target Search Progress: Monitor future filings for updates on the identification of a target business, as the company has not yet selected a target.