$XCBE·8-K

X3 Acquisition Corp. Ltd. · Jan 28, 5:48 PM ET

X3 Acquisition Corp. Ltd. 8-K

Research Summary

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X3 Acquisition Corp. Ltd. Closes IPO, Private Placement; $200M in Trust

What Happened
X3 Acquisition Corp. Ltd. announced the closing of its initial public offering (IPO) and a simultaneous private placement on January 22, 2026. The IPO sold 20,000,000 units at $10.00 per unit for gross proceeds of $200,000,000. At the same time, the company completed a private placement of 5,000,000 private warrants to its sponsor for $1.00 per warrant, generating $5,000,000. As of January 22, 2026, $200,000,000 of the net proceeds (which the filing states included $5,000,000 in deferred underwriting commissions) was deposited in a trust account for the benefit of the company’s public shareholders. An audited balance sheet as of January 22, 2026 is filed as Exhibit 99.1.

Key Details

  • IPO: 20,000,000 units at $10.00 per unit — gross proceeds $200,000,000.
  • Private placement: 5,000,000 private warrants sold to Sponsor at $1.00 each — $5,000,000.
  • Warrant terms: each Unit included one-half Warrant; each whole Warrant (and each Private Warrant) entitles holder to buy one Class A ordinary share at $11.50, subject to adjustment.
  • Cash position: $200,000,000 of net proceeds deposited in the trust account as of Jan 22, 2026; audited balance sheet included as Exhibit 99.1.

Why It Matters
This filing confirms the SPAC has completed fundraising and holds cash in trust to pursue a business combination. The sponsor’s private warrants and the public warrants create potential future dilution if exercised at $11.50 per share. The deposited trust amount and the audited balance sheet give public investors clarity on the capital available per share and the company’s starting financial position.