IPOs & Offerings

Southern Cross Acquisition I Files Prospectus for Blank-Check Company Offering

Southern Cross Acquisition I Corp. filed a prospectus for an initial public offering of units as it seeks a future business combination.

By Carter Hayes ·

Key takeaways

  • Southern Cross Acquisition I Corp. is a Cayman Islands blank-check company seeking a merger or similar business combination.
  • Each offered unit consists of one ordinary share, one redeemable warrant and a right to receive one-fourth of an ordinary share.
  • D. Boral Capital LLC has an option to purchase additional units to cover over-allotments.
  • The company states it has 12 months from the offering’s closing to complete its initial business combination.

Prospectus describes proposed unit offering

Southern Cross Acquisition I Corp. filed a prospectus for an initial public offering of its securities. The company is incorporated in the Cayman Islands and was formed to pursue a merger, share exchange, asset acquisition, share purchase, recapitalization, reorganization or similar business combination.

Each unit being offered includes one ordinary share, one redeemable warrant and one right. Four rights entitle their holder to receive one ordinary share when the company completes its business combination, with no fractional shares issued from the conversion of rights.

Each whole warrant entitles its holder to purchase one ordinary share. The warrants become exercisable at the later of 30 days after an initial business combination or one year after the registration statement becomes effective, and are scheduled to expire five years after the business combination unless redeemed or liquidated earlier.

Target search and transaction deadline

The company says its search for a target will not be limited to a particular industry or geographic region. It may pursue opportunities in China, including Hong Kong and Macau, citing its significant ties to China.

Southern Cross states that it has 12 months from the closing of the offering to complete an initial business combination. It may seek shareholder approval to amend the time available or other provisions related to a business combination and shareholder rights.

If it does not complete a business combination within the stated period and does not extend that period under its governing documents, the company says it would redeem its public shares using funds in the trust account and then wind up its affairs.

Redemptions, sponsor purchase and over-allotment option

The prospectus provides public shareholders an opportunity to redeem public shares in connection with an initial business combination, regardless of whether they vote for, against or abstain from voting on the proposal. The redemption right is subject to limits, including a restriction on a shareholder and related parties redeeming more than an aggregate of 15% of the shares sold in the offering.

The company says it may not complete a business combination if it cannot maintain the specified minimum level of net tangible assets following the transaction. A transaction’s cash needs and public-share redemptions may further limit the number of shares that can be redeemed.

D. Boral Capital LLC, the underwriters’ representative, has an option to purchase additional units solely to cover over-allotments. Separately, the sponsor has committed to purchase private units alongside the offering’s closing, with the proceeds designated for the trust account.