Xsolla SPAC 1 8-K

What Happened
Xsolla SPAC 1 (XSLL) filed an 8‑K reporting that it completed its initial public offering (IPO) and a partial exercise of the underwriter’s over‑allotment option. The IPO originally closed January 30, 2026 (20,000,000 units at $10.00 each; $200,000,000 gross). The underwriter later partially exercised the over‑allotment for 419,385 additional units, which closed February 2, 2026, and the company also completed related private unit sales to its sponsor and affiliate.

Key Details

• IPO: 20,000,000 units sold at $10.00 per unit on January 30, 2026 — gross proceeds $200,000,000.
• Private placement: 400,000 units to Xsolla SPAC I LLC at $10 each — $4,000,000.
• Over‑allotment: 419,385 additional units sold at $10 each on February 2, 2026 — $4,193,850 gross.
• Sponsor purchase: 3,146 additional private units sold to the sponsor on February 2, 2026 for $31,460.
• Trust balance: After depositing the net proceeds from the over‑allotment and sponsor units, $204,193,850 is held in the SPAC trust.
• Unit composition: Each unit equals one Class A ordinary share plus one‑half of a redeemable warrant; each whole warrant exercisable for one Class A share at $11.50 (subject to adjustment).

Why It Matters
This filing confirms the final capital raised and the amount held in the SPAC’s trust—$204.19 million—which is the pool available to return to public shareholders if a business combination is not completed or to fund a future acquisition. The over‑allotment and sponsor purchases slightly increase outstanding units and the trust balance; investors should note the unit/warrant structure and the $11.50 warrant exercise price when assessing potential dilution and upside tied to any announced merger or target company.