Praetorian Acquisition Corp. 8-K

What Happened

• Praetorian Acquisition Corp. announced it consummated its initial public offering on January 26, 2026, selling 22,000,000 units at $10.00 per unit and generating gross proceeds of $220,000,000. Each Unit consists of one Class A ordinary share and one‑third of one redeemable warrant; each whole warrant is exercisable to buy one Class A share at $11.50.
• Simultaneously, the company completed a private placement of 4,670,000 warrants to its sponsor, Praetorian Sponsor LLC, at $1.00 per warrant (gross proceeds $4,670,000). An audited balance sheet as of January 26, 2026 reflecting these transactions was filed as Exhibit 99.1.

Key Details

• IPO date: January 26, 2026; Units sold: 22,000,000; price: $10.00 per Unit; gross IPO proceeds reported: $220,000,000.
• Warrants: public Units include one‑third warrant per Unit; whole warrant exercise price $11.50 per share. Private Placement: 4,670,000 warrants sold to sponsor at $1.00 each.
• Over‑allotment: underwriters have a 45‑day option to purchase up to 3,300,000 additional units at the IPO price to cover over‑allotments.
• Trust account: $220,000,000 (as described in the filing) was placed in a U.S.-based trust account maintained by Odyssey Transfer and Trust Company.

Why It Matters

• The filing confirms the company has completed its IPO and placed the proceeds in a trust account, a key step for a SPAC as it prepares to seek or complete a business combination.
• Outstanding warrants (public and sponsor) and any exercise or over‑allotment activity will affect the company’s future capitalization and potential dilution; the audited balance sheet provides the snapshot of cash and securities following the offering.