Welcome to our dedicated page for ClimateRock SEC filings (Ticker: CLRCU), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
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ClimateRock (Nasdaq: CLRCU) has filed its Form 10-K for the fiscal year ended 31 December 2024. The Cayman-incorporated special-purpose acquisition company (SPAC) confirms it is a non-accelerated filer, smaller reporting company and emerging growth company, and has met all Exchange Act reporting obligations over the past 12 months.
Capital structure and listing. Units, Class A Ordinary Shares, Warrants and Rights continue to trade on Nasdaq. Market value of the public float was US$29.7 million as of 28 June 2024, with 2,535,305 Class A shares and one Class B share outstanding on 25 June 2025.
SPAC status. ClimateRock remains a shell company seeking to close its initial Business Combination, currently focused on the proposed GreenRock transaction. Completion risks include financing availability, target performance, director conflicts and potential dilution from founder shares.
Regulatory environment. The report highlights the SEC’s 2024 SPAC Rules, requiring expanded disclosures, co-registrant filings and potential Investment Company Act scrutiny. Management warns these rules could materially increase the cost and timeline for consummating a deal.
Risk disclosure highlights.
- Ability to execute the GreenRock Business Combination within the permitted period.
- Dependence on management’s bandwidth amid other business interests.
- Protection of funds held in the trust account from third-party claims.
- Founder-share economics that may incentivise a less favourable transaction for public holders.
Report structure. Management’s Discussion & Analysis begins on page 33; audited financials start on page 42. No auditor attestation under SOX 404(b) is provided, consistent with emerging-growth-company status.
Financial statements, revenue and cash-flow data are not included in the excerpt supplied, limiting quantitative assessment.
A Schedule 13G/A filing dated June 28, 2025, reveals that Yakira Capital Management and its affiliated entities have completely divested their holdings in ClimateRock (CLRCU). The reporting entities include:
- Yakira Capital Management (Investment Manager)
- Yakira Partners, L.P. (Domestic Fund)
- MAP 136 Segregated Portfolio (Cayman Islands entity)
- YP Management, L.L.C. (General Partner)
- Bruce M. Kallins (Individual)
All reporting persons now hold zero shares (0%) of ClimateRock's Class A Ordinary Shares. The filing confirms that the securities were previously held in the ordinary course of business without intent to influence or change control of the issuer. Bruce M. Kallins, as the controlling shareholder of Yakira Capital Management, signed the filing on behalf of all reporting entities on June 23, 2025.