BTC Development Corp. SEC Filings

BTC Development Corp., a Cayman Islands blank check company, reported June 30, 2026 results reflecting its pre‑combination status. Total assets were $260.9 million, including $259.5 million of marketable securities in a U.S. Treasury–invested Trust Account and $1.1 million of cash outside the trust.

For the three and six months ended June 30, 2026, the company recorded net income of $1.9 million and $3.6 million, driven by $2.3 million and $4.5 million of interest on Trust Account assets, partially offset by $0.4 million and $0.9 million of formation, general and administrative costs. Class A ordinary shares subject to possible redemption totaled 25,300,000 at an aggregate redemption value of $259.5 million, resulting in a shareholders’ deficit of $9.6 million.

The company had cash of $1.1 million and a working capital surplus of $1.2 million and has not yet identified or completed a business combination. Management disclosed that limited liquidity and dependence on additional financing raise substantial doubt about its ability to continue as a going concern, and it intends to complete a qualifying business combination within the defined Combination Period.

BTC Development Corp. ownership disclosure: A group led by TD Securities (USA) LLC reports beneficial ownership of 1,695,100 shares of Class A ordinary shares, representing 6.5% of the class as reported with an as of date of 03/31/2026.

The filing shows TD Securities (USA) LLC has sole voting and dispositive power over 495,100 shares and Toronto Dominion Bank has sole voting and dispositive power over 1,200,000 shares. The statement is jointly filed by TDS, Toronto Dominion Holdings USA Inc., TD Group US Holdings LLC and Toronto Dominion Bank under a joint filing agreement.

Cartesian Growth Corp III reported that Meteora Capital, LLC and Vik Mittal disclosed beneficial ownership of 1,492,978 shares of Class A Common Stock, equal to 5.40% of the class. The Schedule 13G shows shared voting and shared dispositive power over those shares held for Meteora-managed funds.

BTC Development Corp. reports that Meteora Capital, LLC and Vik Mittal together beneficially own 1,959,275 shares of Class A Common Stock, representing 7.52% of the class. The filing attributes shared voting and shared dispositive power over these shares to the reporting persons.

BTC Development Corp. reported its first full quarter as a SPAC for the period ended March 31, 2026, showing net income of $1,701,548 driven entirely by interest on IPO proceeds held in trust.

The company earned interest income of $2,242,309 on marketable securities in its Trust Account, which held $257,254,864 at quarter-end, while incurring formation, general and administrative costs of $540,761. Cash outside the Trust Account was $1,448,349, supporting a working capital surplus of $1,590,288. BTC Development has not begun operating a business and continues to search for a Business Combination, with 25,300,000 Class A shares classified as redeemable at a redemption value of $10.17 per share.

BTC Development Corp. (Class A ordinary shares, CUSIP G0701G109) is reported as beneficially owned in part by five related RP entities. The filing lists specific shared voting and dispositive holdings for each fund, with individual stakes ranging from 51,148 to 1,359,018 shares. The percentages reference 26,060,000 Class A ordinary shares outstanding as reported in the issuer's annual report on March 24, 2026.

The statement is jointly filed by RP Investment Advisors LP and four RP funds. RP Investment Advisors LP acts as investment advisor and may be deemed to beneficially own the securities held by the funds. Signatures are provided by Richard Pilosof as CEO of RP Investment Advisors LP.

BTC Development Corp. is a Cayman Islands-based blank check company that completed an IPO of 25,300,000 units on October 1, 2025, placing $253,000,000 into a trust account. It is seeking a business combination, primarily in the bitcoin ecosystem, before a completion window ending October 1, 2027 (or January 1, 2028 if extended under specified conditions).

The trust is intended to support redemptions at about $10.00 per Class A share if no deal is completed. As of March 23, 2026, there were 26,060,000 Class A ordinary shares and 8,686,667 Class B founder shares outstanding, with founder shares carrying anti-dilution rights that can materially dilute public holders at the business combination.

BTC Development Corp. filed a Form 8-K stating it has made its PFIC Annual Statement for fiscal year 2025 available to holders of its Class A ordinary shares. The company explains it may be treated as a passive foreign investment company for U.S. federal income tax purposes.

The statement is intended to help shareholders make an optional Qualified Electing Fund (QEF) election on their own tax returns. For 2025, the PFIC table shows ordinary earnings of US$0.0010364990 and no net capital gains, cash distributions, or property distributions. The filing emphasizes that shareholders should consult personal tax advisors.

Meteora Capital, LLC, together with its managing member Vik Mittal, reported beneficial ownership of Class A Common Stock of BTC Development Corp.7.0294% of the class.

All 1,831,855 shares are reported with shared voting and shared dispositive power, with no sole voting or dispositive authority. The shares are held by funds and managed accounts for which Meteora Capital serves as investment manager, and the filing states they were acquired and are held in the ordinary course of business, not for the purpose of changing or influencing control of BTC Development Corp.