Southern Cross Acquisition I Sponsor Corp. 4
4 · Southern Cross Acquisition I Corp. · Filed Jul 24, 2026
Research Summary
AI-generated summary of this filing
Southern Cross (NCO) Sponsor (10% Owner) Buys 15,000 Private Units
What Happened
- Southern Cross Acquisition I Sponsor Corp. (the "Sponsor"), the Issuer's 10% owner, acquired 15,000 Private Units on July 22, 2026 as part of a private placement concurrent with the IPO over-allotment exercise. Each Private Unit was purchased for $10, for a cash outlay of $150,000.
- The Private Units include: 15,000 ordinary shares (issued immediately), 15,000 private warrants (each exercisable for one share at $11.50), and 15,000 private rights (each equal to 1/4 of a share). The warrants and rights are derivative securities and carry their own exercise/ conversion conditions.
- Mr. Dong Chen is the sole member and director of the Sponsor and is therefore deemed to have voting and dispositive power over these securities.
Key Details
- Transaction date: July 22, 2026; Form 4 filed July 24, 2026 (timely filing).
- Price paid: $10.00 per Private Unit; total cash paid = $150,000.
- Immediate shares acquired: 15,000 ordinary shares.
- Potential additional shares: 15,000 shares issuable upon exercise of private warrants (exercise price $11.50, future cash required $172,500), plus 3,750 shares issuable upon conversion of 15,000 private rights (1/4 share each) upon completion of the issuer's initial business combination — total potential incremental shares = 18,750.
- Notable footnotes: warrants become exercisable only after specified post‑combination / time conditions and expire per the Warrant Agreement; rights convert automatically upon completion of the initial business combination. Sponsor is Cayman Islands entity; Mr. Dong Chen controls the Sponsor.
- Filing status: appears timely (no late filing indicated).
Context
- This was a private placement tied to the IPO over-allotment (not an open-market trade), so it reflects sponsor participation in the offering structure rather than independent market purchases by an unrelated investor.
- The derivative securities (warrants and rights) are not immediate common shares — warrants require future cash to exercise and have timing/expiry conditions; rights convert into fractional shares upon an initial business combination.
Insider Transaction Report
Form 4
Transactions
- Purchase
Ordinary Shares
[F2][F1]2026-07-22+15,000→ 3,100,300 total - Purchase
Private Warrants
[F1][F2][F4][F3]2026-07-22+15,000→ 239,300 totalExercise: $11.50→ Ordinary Shares (15,000 underlying) - Purchase
Private Rights
[F6][F2][F1][F5]2026-07-22+15,000→ 239,300 totalExercise: $0.00→ Ordinary Shares (3,750 underlying)
Footnotes (6)
- [F1]Southern Cross Acquisition I Sponsor Corp., a Cayman Islands exempted company (the "Sponsor"), is the record holder of the securities reported herein. Mr. Dong Chen is the sole member and director of the Sponsor, which entitles him to voting, dispositive or investment power over the Sponsor. As such, Mr. Dong Chen is deemed to have voting and dispositive rights over the securities of Southern Cross Acquisition I Corp. (the "Issuer") held by the Sponsor.
- [F2]Represents 15,000 ordinary shares included in 15,000 additional private units (the "Private Units") purchased by the Sponsor in a private placement (the "Private Placement") simultaneously with the closing of the Issuer's initial public offering in connection with the underwriter's exercise of their over-allotment option, at a purchase price of $10 per Private Unit. Each Private Unit consists of one ordinary share, one redeemable warrant, and one right to receive one-fourth (1/4) of one ordinary share.
- [F3]Represents 15,000 ordinary shares issuable upon exercise of 15,000 private warrants of the Issuer underlying the Private Units acquired by the Sponsor in the Private Placement. Each private warrant entitles the holder to purchase one ordinary share at an exercise price of $11.50 per share.
- [F4]As described in the Warrant Agreement dated July 20, 2026, between the Issuer and Continental Stock Transfer & Trust Company, which is filed as Exhibit 4.4 to the Issuer's Registration Statement on Form S-1 (File No. 333-296723)(the "Registration Statement"), the private warrants will become exercisable on the later of (i) 30 days after the completion of an initial business combination and (ii) one year from the date that the Registration Statement is declared effective, and will expire five years after the completion of the Issuer's initial business combination or earlier upon redemption or liquidation, as described in the Registration Statement.
- [F5]Represents 3,750 ordinary shares issuable upon conversion of 15,000 private rights of the Issuer, each private right entitling the holder to receive one-fourth (1/4) of one ordinary share of the Issuer, underlying the Private Units acquired by the Sponsor in the Private Placement.
- [F6]As described in the Rights Agreement dated July 20, 2026, between the Issuer and Continental Stock Transfer & Trust Company, which is filed as Exhibit 4.6 of the Registration Statement, each private right of the Issuer will automatically convert into one-fourth (1/4) of one ordinary share of the Issuer upon the completion of the Issuer's initial business combination.