General Catalyst Global Resilience Merger Corp. 8-K

What Happened

• General Catalyst Global Resilience Merger Corp. (the Company) announced it consummated an initial public offering (IPO) of 40,250,000 GRAIL securities at $10.00 each and a concurrent private placement. Each public GRAIL security includes one Class A ordinary share and one-fourth of a redeemable warrant (each full warrant exercisable at $11.50, subject to prospectus adjustments).
• The Sponsor (GCGR Sponsor LLC) purchased 905,000 private placement GRAIL securities at $10.00 each; each private placement security includes one Class A ordinary share and one-fourth of a non-redeemable warrant (full warrant exercisable at $11.50, subject to adjustment).
• Net proceeds from the IPO, together with certain proceeds from the private placement — $402,500,000 in the aggregate — were deposited into a trust account with Continental Stock Transfer & Trust Company as trustee. An audited balance sheet as of May 1, 2026 reflecting receipt of the Offering Proceeds is included as Exhibit 99.1 to the 8-K.

Key Details

• 40,250,000 Public GRAIL securities sold at $10.00 each.
• Sponsor purchased 905,000 Private Placement GRAIL securities at $10.00 each.
• Total placed in trust: $402,500,000; trustee: Continental Stock Transfer & Trust Company.
• Public warrants: whole-warrant exercise price $11.50 (subject to adjustment); private-placement warrants are non-redeemable.

Why It Matters

• The $402.5M in the trust secures the capital backing the SPAC until an initial business combination or other permitted redemption events, protecting public shareholders’ funds from use by the company until those conditions are met.
• Warrants attached to the public and private securities create potential future dilution or equity upside depending on whether and when they are exercised.
• The audited balance sheet confirming receipt provides transparency and confirms the company has the reported cash available for its stated purpose—pursuing an initial business combination.