IPO - Expectation Acquisition Corp

Form Type: S-1/A

Filing Date: 2025-03-14

Corporate Action: Ipo

Type: Update

Accession Number: 000182912625001791

Filing Summary: Expectation Acquisition Corporation, a blank check company incorporated in the British Virgin Islands, is amending its S-1 registration statement for its initial public offering, proposing to offer 6,000,000 units at $10.00 per unit, targeting an aggregate of $60,000,000. Each unit will consist of one ordinary share and a right to receive one-tenth of an ordinary share upon the consummation of an initial business combination. The registrant does not have a specific business combination target as of now. Initial public shareholders will have the ability to redeem shares upon the completion of a business combination and can redeem shares if a combination is not completed within 12 months, with possible extensions if certain conditions are met. The document outlines risks associated with potential business combinations particularly with companies based in China, as well as the registrant’s compliance with PCAOB standards for auditing. The initial shareholders, including the sponsor, will hold approximately 20% of outstanding shares post-offering, which may potentially involve conflicts of interest in target selection and could limit business combination opportunities due to regulatory scrutiny under U.S. laws regarding foreign investments.

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Form Type: S-1/A

Filing Date: 2025-01-10

Corporate Action: Ipo

Type: Update

Accession Number: 000182912625000160

Filing Summary: Expectation Acquisition Corporation, a blank check company incorporated in the British Virgin Islands, is conducting an initial public offering to raise $60 million through the sale of 6 million units, each priced at $10. The units will consist of one ordinary share and a right to receive one-tenth of an ordinary share upon the consummation of an initial business combination. The offering allows underwriters a 45-day option to purchase 900,000 additional units. The prospectus outlines the company's intention to engage in a merger, share exchange, or similar business combination with unspecified target businesses. It details the structure of ensuring liquidity for public shareholders in case of unsuccessful business combinations, as they may redeem shares at the aggregate trust account amount. The document outlines potential extensions for completing a business combination up to 24 months and elaborates on the risks associated with ties to China for potential acquisitions, particularly regarding regulatory compliance and the implications of VIE structures under Chinese law. Furthermore, it highlights conflicts of interest that may arise among insiders regarding business combination choices due to their financial stakes in the company. Notably, there are legal uncertainties about the company’s acquisition strategies, especially regarding entities subject to Chinese regulations or based in the PRC.

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