Business Context and Reporting Period
Hall Chadwick Acquisition Corp. (HCAC) is a Cayman Islands exempted company incorporated on May 22, 2025, operating as a blank check company (SPAC). The filing covers the quarterly period ended June 30, 2026. The Company has not yet commenced operations; its activities are limited to formation, its Initial Public Offering (IPO) completed in November 2025, and the search for a target business. On May 31, 2026, the Company entered into a Business Combination Agreement with REEcycle Holdings, Inc., a rare earth elements recycling company, with an expected closing in the fourth quarter of 2026.
Key Financial Metrics
| Metric | Value (as of June 30, 2026) |
|---|---|
| Trust Account Balance | $211,478,766 (Cash and Treasury Bills) |
| Cash Outside Trust | $35,741 |
| Total Assets | $211,611,587 |
| Net Income (3 Months Ended June 30, 2026) | $1,374,238 |
| Net Income (Inception to June 30, 2026) | $3,679,439 |
| Operating Expenses (3 Months) | $485,567 |
| Deferred Underwriting Fee | $8,280,000 |
| Public Shares Outstanding | 20,700,000 (Subject to redemption) |
| Founder Shares (Class B) | 7,883,293 |
Material Changes vs. Prior Period
- Trust Account Growth: The Trust Account balance increased from $207,786,276 (Dec 31, 2025) to $211,478,766 (June 30, 2026), driven by approximately $4.48 million in dividend and interest income earned on investments.
- Cash Position: Cash held outside the Trust Account decreased significantly from $631,366 to $35,741 due to operating expenditures.
- Profitability: The Company reported a net income of $1,374,238 for the quarter, primarily attributable to investment income ($1.86 million) offset by formation and administrative costs ($485,567).
- Shareholder Deficit: Total Shareholders' Deficit improved from $(6,780,223) to $(3,753,705) due to accumulated net income.
Outlook, Risks, and Contingencies
- Business Combination: The Company is pursuing a merger with REEcycle Holdings, Inc. Management expects the transaction to close in Q4 2026. If the combination is not completed within the "completion window" (24 months from IPO, potentially extendable), the Company will liquidate and redeem public shares.
- Liquidity and Going Concern: The Company disclosed substantial doubt about its ability to continue as a going concern for one year following the report date due to limited cash outside the Trust Account ($35,741). Management relies on potential working capital loans from the Sponsor or related parties, which are not obligated, to fund operations until the business combination.
- Deferred Fees: A deferred underwriting fee of $8,280,000 is payable only upon the successful consummation of a business combination.
- Risk Factors: Risks include geopolitical instability (Russia-Ukraine, Israel-Hamas conflicts) affecting global markets, the failure to complete a business combination, and the inability to secure additional financing if needed.
Investor Verification Checklist
- Verify the status and timeline of the Business Combination Agreement with REEcycle Holdings, Inc. and any regulatory approvals required.
- Confirm the Company's ability to fund operations given the low cash balance ($35,741) outside the Trust Account and the uncertainty of Sponsor loans.
- Monitor the Trust Account balance to ensure it remains sufficient to cover the $10.00 per share redemption value for public shareholders.
- Review the terms of the deferred underwriting fee ($8.28 million) and its impact on post-merger liquidity.
- Assess the going concern disclosure and the likelihood of the Company needing to raise additional capital or liquidate if the merger fails.