Business Context and Reporting Period
Vendome Acquisition Corp I is a Cayman Islands exempted company incorporated on January 28, 2025, operating as a blank check company (SPAC) intended to effect a business combination with one or more target businesses. The reporting period covers the quarter ended June 30, 2025, and the period from inception through that date. As of the balance sheet date, the Company had not commenced operations; all activity related to formation and preparation for its Initial Public Offering (IPO).
Key Financial Metrics
| Metric | Value (Inception to June 30, 2025) |
|---|---|
| Cash and Cash Equivalents | $73,592 |
| Total Assets | $957,884 |
| Deferred Offering Costs | $884,292 |
| Total Liabilities | $932,884 |
| Shareholder's Equity | $25,000 |
| Net Loss | $0 |
| Working Capital Deficit | ($859,292) |
Capital Structure (as of June 30, 2025): 5,750,000 Class B ordinary shares issued and outstanding (Founder Shares). No Class A ordinary shares were issued or outstanding as of the balance sheet date.
Material Changes and Subsequent Events
The most significant development occurred subsequent to the reporting period. On July 3, 2025, the Company consummated its Initial Public Offering (IPO) and a concurrent Private Placement:
- IPO: Sold 20,000,000 Units at $10.00 per unit, generating gross proceeds of $200,000,000.
- Private Placement: Sold 2,648,000 warrants to the Sponsor and underwriters at $1.00 per warrant, generating gross proceeds of $2,648,000.
- Trust Account: $200,000,000 was deposited into the Trust Account.
- Transaction Costs: Total transaction costs amounted to $2,105,782 ($1,000,000 underwriting fee and $1,105,782 other costs).
- Debt Repayment: The $300,000 working capital loan from the Sponsor, outstanding as of June 30, was repaid on July 22, 2025.
Outlook, Risks, and Management Commentary
Outlook: The Company intends to use proceeds from the IPO and Private Placement to consummate a Business Combination. It has 24 months from the IPO closing to complete a transaction. If no combination is completed, the Company will liquidate and redeem public shares from the Trust Account.
Liquidity: Prior to the IPO, liquidity was provided by the Sponsor via a $300,000 promissory note. Post-IPO, liquidity is satisfied by net proceeds held outside the Trust Account. The Sponsor has agreed to provide additional Working Capital Loans if necessary, up to $2,500,000, which may be converted into warrants.
Risks:
- Going Concern: The filing notes a working capital deficit as of June 30, 2025, though this was resolved by the subsequent IPO.
- Market Conditions: Global conflicts (Russia-Ukraine, Middle East), trade tensions, and economic uncertainties could adversely affect the ability to complete a Business Combination.
- Trust Account Claims: While the Sponsor has agreed to indemnify the Trust Account against third-party claims, the Company has not verified the Sponsor's ability to satisfy these obligations.
Investor Verification Checklist
- IPO Closing Confirmation: Verify the final closing of the $200M IPO and the deposit of funds into the Trust Account as disclosed in the subsequent events.
- Trust Account Balance: Confirm the current balance in the Trust Account, including any interest earned and permitted withdrawals for working capital.
- Over-Allotment Status: Monitor whether the underwriters exercise the 45-day option to purchase up to 3,000,000 additional units, which would impact the forfeiture of 750,000 Founder Shares.
- Target Identification: Track the Company's progress in identifying a target business within the 24-month combination period.
- Warrant Terms: Review the specific redemption triggers ($18.00 per share) and exercise price ($11.50 per share) for the Public and Private Warrants.