PCAP

#3227
ProCap Acquisition Corp - Class A Ordinary Shares
10.3 6 USD
0.00%
Market Price
Sektor: Finanzen
Basis: USD
Gewinnwährung: USD
Tagesspanne
10.36
10.37
Jahresspanne
9.01
10.45
Tagesänderung
+0.10%
Monatliche Änderung
+0.39%
6 month change
+1.97%
Jahresänderung
+1.27%
Vorheriger Schlusskurs
10.3 6
Open
10.3 7
Tief
10.3 6
Hoch
10.3 7
Volumen
2
Vollständige Grafik anzeigen

Financials

Übersicht Finanzbericht Statistik Dividenden Documents

2026

Quarterly report, Q2 FY2026
Procap Acquisition Corp quarterly report, Q2 FY2026
10-Q
Quarterly report, Q1 FY2026
Procap Acquisition Corp quarterly report, Q1 FY2026
10-Q

2025

Annual report, FY2025
Procap Acquisition Corp annual report, FY2025
10-K
Quarterly report, Q3 FY2025
Procap Acquisition Corp quarterly report, Q3 FY2025
10-Q
Current report, Q3 FY2025
Procap Acquisition Corp current report, Q3 FY2025
8-K
Quarterly report, Q2 FY2025
Procap Acquisition Corp quarterly report, Q2 FY2025
10-Q
Current report, Q2 FY2025
Procap Acquisition Corp current report, Q2 FY2025
8-K
Current report, Q2 FY2025
Procap Acquisition Corp current report, Q2 FY2025
8-K
Quarterly report, Q1 FY2025
Procap Acquisition Corp quarterly report, Q1 FY2025
10-Q

Procap Acquisition Corp annual report, FY2025

Full document

Business Context and Reporting Period

Company: ProCap Acquisition Corp (PCAP)

Filing Type: Form 10-K (Annual Report)

Reporting Period: Fiscal year ended December 31, 2025 (Inception: January 2, 2025)

Business Overview: ProCap is a Cayman Islands exempted company formed as a Special Purpose Acquisition Company (SPAC). It has no operating history and has not selected a target business. The company's primary objective is to effect a Business Combination with one or more businesses, with a strategic focus on the financial services sector. The company completed its Initial Public Offering (IPO) on May 22, 2025, and must complete a Business Combination by May 22, 2027 (24 months from IPO), or face liquidation.

Key Financial Metrics

Metric Value (as of Dec 31, 2025)
Revenue $0 (No operating revenues)
Net Income $5,659,179
Interest Income (Trust Account) $6,108,053
General & Administrative Costs $470,085
Total Assets $257,302,148
Cash Held in Trust Account $256,108,053
Cash Outside Trust (Working Capital) $1,069,737
Total Liabilities $11,365,789
Deferred Underwriting Fee $11,250,000
Redemption Value per Public Share ~$10.24

Material Changes and Capital Structure

  • IPO Completion: On May 22, 2025, the company consummated an IPO of 25,000,000 Units at $10.00 per unit, generating gross proceeds of $250,000,000. This included a partial exercise of the underwriters' over-allotment option (3,000,000 units).
  • Private Placement: Simultaneously, the Sponsor purchased 430,000 Private Placement Units for $4,300,000.
  • Trust Account: $250,000,000 was deposited into the Trust Account. As of December 31, 2025, the balance grew to $256,108,053 due to interest earnings.
  • Share Structure: As of March 12, 2026, there were 25,430,000 Class A ordinary shares and 6,250,000 Class B ordinary shares (Founder Shares) outstanding. 25,000,000 Class A shares are subject to possible redemption.
  • Founder Shares: 75,000 Founder Shares were forfeited on July 6, 2025, as the remainder of the over-allotment option was not exercised.

Outlook, Risks, and Management Commentary

  • Combination Deadline: The company must complete a Business Combination by May 22, 2027. Failure to do so will result in liquidation and distribution of Trust Account funds to public shareholders.
  • Extension Risk: The company may seek to extend the Combination Period, which would require shareholder approval and likely result in redemptions, reducing the Trust Account balance.
  • Regulatory Environment: The filing highlights the impact of the "2024 SPAC Rules" adopted by the SEC, which impose additional disclosure requirements and may increase the time and cost to complete a Business Combination.
  • Internal Controls: Management identified a material weakness in internal controls over financial reporting as of December 31, 2025, citing inadequate segregation of duties and insufficient written policies due to limited personnel.
  • Liquidity: The company has sufficient working capital ($1.07 million) to operate for the next 12 months. However, additional financing may be required to complete a Business Combination or cover redemptions.
  • Key Risks: Risks include the inability to identify a suitable target, failure to complete a Business Combination, dilution to public shareholders, and potential claims against the Trust Account by creditors (though the Sponsor has agreed to indemnify the Trust Account up to $10.00 per share).

Investor Verification Checklist

  • Trust Account Balance: Verify the current balance and interest rate assumptions, as this determines the liquidation value per share.
  • Extension Provisions: Review the specific terms required to extend the Combination Period and the associated redemption rights for shareholders.
  • Internal Control Remediation: Assess the plan to remediate the material weakness in internal controls identified in the filing.
  • Deferred Underwriting Fee: Confirm the $11,250,000 deferred fee obligation and its impact on net cash available post-transaction.
  • Sponsor Indemnity: Evaluate the financial capacity of the Sponsor (ProCap Acquisition Sponsor, LLC) to satisfy indemnification obligations if third-party claims reduce the Trust Account below $10.00 per share.
  • Target Criteria: Review the specific investment criteria (financial services focus) and the track record of the Management Team (Anthony Pompliano, Catalina Abbey) in executing similar transactions.