Averin Capital Acquisition Corp. 8-K

What Happened

• Averin Capital Acquisition Corp. announced on Feb. 20, 2026 that it consummated its initial public offering of 25,000,000 units at $10.00 per unit, generating $250,000,000 in gross proceeds. Each unit includes one Class A ordinary share and one-sixth of a redeemable warrant (each whole warrant exercisable at $11.50). The company also completed a private placement of 200,000 units to its sponsor for $2,000,000.
• The company placed $250,000,000 in a U.S.-based trust account held by Continental Stock Transfer & Trust Company. An audited balance sheet as of Feb. 20, 2026 reflecting receipt of the proceeds is included as Exhibit 99.1 to the 8-K.

Key Details

• IPO size: 25,000,000 units at $10.00 each; gross IPO proceeds $250,000,000.
• Unit structure: 1 Class A ordinary share + 1/6 of a warrant; full warrant exercise price $11.50.
• Over-allotment: Underwriter has a 45-day option to buy up to 3,750,000 additional units.
• Placement to trust: $250,000,000 placed in trust, comprised of $249,350,000 net IPO proceeds (including $13,750,000 underwriter deferred discount) and $650,000 from the private placement.

Why It Matters

• For investors, the filing confirms Averin is funded and has deposited the public offering proceeds into a trust account — a standard SPAC structure that preserves capital for a future business combination or for redemptions by public holders.
• The unit/warrant structure and the underwriter over-allotment option are important for understanding potential dilution and future share supply.
• The included audited balance sheet provides a verified snapshot of the company’s post-IPO cash position, which is relevant when evaluating the SPAC’s ability to pursue a target acquisition.