Welcome to our dedicated page for Corner Growth Acquisition SEC filings (Ticker: COOLW), 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.
Corner Growth Acquisition Corp. filings document the regulatory record of a Cayman Islands blank-check issuer with Class A ordinary shares, Class B ordinary shares, preference shares, units, and redeemable warrants. The company’s disclosures address shareholder voting matters, authorized share capital, governance provisions, trust-account mechanics, and the capital structure used to pursue a business combination.
Material-event filings also record financing arrangements such as working-capital promissory notes, potential warrant-linked conversion features, obligations payable in connection with a business combination, and related exemptions under securities laws. Proxy materials describe extraordinary general meeting proposals and amendments to the company’s memorandum and articles of association.
Corner Growth Acquisition Corp. is asking shareholders to approve two “Fundamental Proposals” and an adjournment option at a virtual extraordinary general meeting on September 15, 2025. The first would increase authorized preference shares from 1,000,000 to 10,000,000 to support a new class of non-voting preference shares. The second would amend Article 49.10 so the company can issue these non-voting preference shares before a business combination, while still preventing any new securities from accessing the trust account or voting with public shares on key matters without ordinary resolution approval.
The sponsors have agreed to exchange 3,930,000 and 5,145,000 Class A shares into non-voting preference shares to lift the public float to about 10% and pursue an OTCQB listing after the company’s Nasdaq delisting. Public holders of Class A shares may redeem at about $11.51 per share based on roughly $2.0 million held in the trust account as of August 7, 2025. If no business combination is completed by December 31, 2025, the company will redeem all public shares and liquidate, and the warrants will expire worthless.
Corner Growth Acquisition Corp. is seeking shareholder approval at an extraordinary general meeting for two linked amendments to its Articles: an Authorized Capital Increase to raise authorized preference shares and an Article 49.10 amendment to permit issuance of new non-voting preference shares. The stated objective is to enable a 1-for-1 exchange of certain founder/public Class A shares for non-voting Preference Shares held by the Sponsors and thereby increase the percentage of Ordinary Shares held by public shareholders to approximately 10% to seek listing on the OTCQB. Both Fundamental Proposals are cross-conditioned and require approval by at least two-thirds of votes cast.
Public shareholders may redeem now; based on the Trust Account balance of approximately $2.0 million as of August 7, 2025, the proxy anticipates an estimated per-share redemption of about $11.51. The Withdrawal Amount will reduce the Trust Account and could leave only a small fraction of the ~$2.0 million, possibly requiring additional funding to complete an initial business combination. The Sponsors collectively beneficially own about 99% of outstanding shares and have indicated they intend to vote in favor. Record date for voting is August 7, 2025 and total outstanding Ordinary Shares on that date were 9,998,653 (including 173,653 public Class A shares).
Corner Growth Acquisition Corp. is a blank-check company formed to complete a business combination and has not commenced operations. As of June 30, 2025, the Trust Account held $2,000,592 in cash and marketable securities while the Company had $0 in operating cash and a working capital deficit of $42,137. The Company has an executed Business Combination Agreement with Noventiq that would convert Company shares and warrants into Parent securities and contingent consideration. Nasdaq removed the Company’s securities from listing and trading was suspended, and management discloses substantial doubt about the Company’s ability to continue as a going concern for one year. For the six months ended June 30, 2025 the Company reported net income of $154,265, driven by trust account earnings and warrant fair-value changes, and an accumulated deficit of $5.94 million. Sponsor, underwriter and warrant arrangements were modified, including cancellation of Private Placement Warrants and revised deferred fee terms.
Corner Growth Acquisition Corp. filed an 8-K announcing a new working-capital facility. On 7 Aug 2025, affiliate Ringwood Field, LLC agreed to lend the SPAC up to $1.0 million through a non-interest-bearing promissory note (the “Note”). Principal is payable only upon the consummation of a merger, share exchange, asset purchase or similar Business Combination; if no deal closes, the Note will be forgiven except to the extent of funds held outside the IPO trust account.
Upon closing of a Business Combination, Ringwood may, at its option, convert any or all outstanding principal into private-placement-style warrants at a $1.50 per share conversion price. The warrants will be identical to those sold in the Company’s IPO.
The facility strengthens short-term liquidity without immediate equity dilution, but the optional warrant conversion could expand the post-combination share count. The Note was issued under the Securities Act Section 4(a)(2) private-placement exemption. No other material financial information was included.