American Drive Acquisition Co 8-K/A

What Happened

• American Drive Acquisition Company announced it completed its initial public offering (IPO) on December 19, 2025, selling 23,000,000 units at $10.00 per unit and raising $230,000,000 in gross proceeds.
• Simultaneously the company completed a private placement of 4,000,000 private placement warrants to its sponsor Petit Monts LLC and Cantor Fitzgerald & Co. for $1.50 each, raising $6,000,000.
• A total of $230,000,000 of the combined proceeds was placed in a U.S.-based trust account held by Continental Stock Transfer & Trust Company. The company filed an audited balance sheet as of December 19, 2025 (Exhibit 99.1).

Key Details

• IPO: 23,000,000 units sold at $10.00 per unit = $230,000,000 gross proceeds.
• Unit composition: each Unit = 1 Class A ordinary share + 1/3 of one redeemable warrant; each whole warrant exercisable for one Class A share at $11.50.
• Private Placement: 4,000,000 warrants sold at $1.50 each to Petit Monts LLC (Sponsor) and Cantor Fitzgerald & Co. = $6,000,000 gross proceeds.
• Trust account: $230,000,000 placed in trustee-held account (Continental Stock Transfer & Trust Company). Audited balance sheet dated Dec 19, 2025 filed as Exhibit 99.1.

Why It Matters

• The filing confirms the SPAC completed its capital raise and that the majority of IPO proceeds ($230M) are secured in a trust account, which is the typical structure for funds pending a business combination.
• Investors should note the existence of warrants (public and private), which can affect future share dilution and capitalization if exercised.
• The filing does not announce any target or business combination; it documents the company’s capitalization and includes an audited balance sheet reflecting the proceeds.