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Daedalus Special Acquisition (NASDAQ: DSACU) details IPO and trust funding

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(High)
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Form Type
8-K

Rhea-AI Filing Summary

Daedalus Special Acquisition Corp. reported that it completed its initial public offering on December 10, 2025, selling 25,000,000 units at $10.00 per unit, including 2,500,000 units issued through a partial over-allotment exercise, for gross proceeds of $250,000,000. Each unit includes one Class A ordinary share and one-fourth of a redeemable warrant, with each whole warrant allowing the holder to buy one Class A ordinary share at $11.50 per share, subject to adjustment.

At the same time, the company completed a private placement of 685,000 units to its sponsor and BTIG, LLC at $10.00 per unit, generating $6,850,000 in proceeds. The company states that $250,000,000 of net proceeds from the IPO and private placement, including $8,750,000 in deferred underwriting commissions, was deposited into a trust account established for the benefit of its public shareholders, and it has provided an audited balance sheet as of December 10, 2025 as an exhibit.

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Insights

Daedalus Special Acquisition completed a unit IPO and private placement, funding a $250,000,000 trust for public shareholders.

The company completed an IPO of 25,000,000 units at $10.00 per unit on December 10, 2025, including 2,500,000 units from a partial over-allotment exercise, for gross proceeds of $250,000,000. Each unit bundles one Class A ordinary share with one-fourth of a redeemable warrant, and each whole warrant entitles its holder to purchase one Class A ordinary share at $11.50 per share, subject to adjustment.

Alongside the IPO, the company sold 685,000 private units to its sponsor and BTIG, LLC at $10.00 per unit, for additional proceeds of $6,850,000. Of the combined IPO and private placement proceeds, $250,000,000 – including $8,750,000 in deferred underwriting commissions – was placed into a trust account for the benefit of public shareholders, underscoring that these funds are segregated as described.

The filing also notes an audited balance sheet as of December 10, 2025 as an exhibit, which records the receipt and placement of these proceeds. Because each whole warrant can be exercised to buy one Class A share at a fixed price, the capital structure includes the potential for additional share issuance if holders choose to exercise their warrants under the stated terms.

Item 8.01 Other Events Other
Voluntary disclosure of events the company deems important to shareholders but not covered by other items.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

Form 8-K

 

Current Report

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 

December 10, 2025

Date of Report (Date of earliest event reported)

 

Daedalus Special Acquisition Corp.

(Exact Name of Registrant as Specified in its Charter)

 

Cayman Islands   001-42998   N/A
(State or other jurisdiction
of incorporation)
  (Commission File Number)   (I.R.S. Employer
Identification No.)

 

50 Sloane Avenue, London, SW3 3DD, United Kingdom   SW3 3DD
(Address of Principal Executive Offices)   (Zip Code)

 

Registrant’s telephone number, including area code: +44 207 297 3592

 

N/A

(Former name or former address, if changed since last report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

Written communications pursuant to Rule 425 under the Securities Act
   
Soliciting material pursuant to Rule 14a-12 under the Exchange Act
   
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act
   
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class   Trading Symbol(s)   Name of each exchange on which registered
Units, each consisting of one Class A ordinary share and one-fourth of one redeemable warrant   DSACU   The Nasdaq Stock Market LLC
Class A ordinary shares, par value $0.0001 per share   DSAC   The Nasdaq Stock Market LLC
Warrants entitling the holder to purchase one Class A ordinary share at a price of $11.50 per share   DSACW   The Nasdaq Stock Market LLC

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

 

Emerging growth company

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

 

 

 

 

 

 

Item 8.01. Other Events.

 

As previously disclosed, on December 10, 2025, Daedalus Special Acquisition Corp. (the “Company”) consummated its initial public offering (“IPO”), which consisted of 25,000,000 units (the “Units”), including 2,500,000 Units issued pursuant to the partial exercise by the underwriters of their over-allotment option. Each Unit consists of one Class A ordinary share, $0.0001 par value (“Class A Ordinary Share”) and one-fourth of one redeemable warrant of the Company (each, a “Warrant”), with each whole Warrant entitling the holder thereof to purchase one Class A Ordinary Share for $11.50 per share (subject to adjustment). The Units were sold at an offering price of $10.00 per Unit, generating gross proceeds of $250,000,000.

 

Simultaneously with the closing of the IPO, the Company consummated a private placement (the “Private Placement”) of an aggregate of 685,000 units (the “Private Units”) to Daedalus Special Acquisition LLC (the “Sponsor”) and BTIG, LLC, the representative of the underwriters in the IPO (“BTIG”), at a price of $10.00 per Private Unit, generating total proceeds of $6,850,000. Each Private Unit consists of one Class A Ordinary Share and one-fourth of one redeemable Warrant, with each whole Warrant entitling the holder thereof to purchase one Class A Ordinary Share for $11.50 per share (subject to adjustment). Of those 685,000 Private Units, the Sponsor purchased 435,000 Private Units and BTIG purchased 250,000 Private Units.

 

As of December 10, 2025, a total of $250,000,000 of the net proceeds from the IPO and the Private Placement, which amount included $8,750,000 in deferred underwriting commissions, was deposited in a trust account established for the benefit of the Company’s public shareholders. An audited balance sheet as of December 10, 2025, reflecting receipt of the proceeds upon consummation of the IPO and the Private Placement is included as Exhibit 99.1 to this Current Report on Form 8-K.

 

Item 9.01. Financial Statements and Exhibits.

 

Exhibit No.   Description
99.1   Audited Balance Sheet as of December 10, 2025.
     
104   The cover page from this Current Report on Form 8-K, formatted in Inline XBRL

 

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SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

Dated: December 16, 2025

 

  Daedalus Special Acquisition Corp. 
     
  By: /s/ Orkun Kilic
  Name:  Orkun Kilic
  Title: Co-Chief Executive Officer and Director

 

 

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FAQ

What did Daedalus Special Acquisition Corp. (DSACU) disclose in this 8-K?

Daedalus Special Acquisition Corp. disclosed that it completed its initial public offering on December 10, 2025, sold 25,000,000 units for gross proceeds of $250,000,000, completed a concurrent private placement, and deposited specified proceeds into a trust account for public shareholders.

How large was Daedalus Special Acquisition Corp.’s (DSACU) IPO and what did each unit contain?

The IPO consisted of 25,000,000 units, including 2,500,000 units from a partial over-allotment, sold at $10.00 per unit for total gross proceeds of $250,000,000. Each unit includes one Class A ordinary share and one-fourth of a redeemable warrant, with each whole warrant allowing the purchase of one Class A ordinary share at $11.50 per share, subject to adjustment.

What private placement accompanied the DSACU IPO and who purchased the units?

Simultaneously with the IPO, the company completed a private placement of 685,000 Private Units at $10.00 per unit, generating $6,850,000 in proceeds. Of these, the sponsor purchased 435,000 Private Units and BTIG, LLC purchased 250,000 Private Units.

How much money did Daedalus Special Acquisition Corp. place in its trust account?

As of December 10, 2025, the company states that $250,000,000 of the net proceeds from the IPO and private placement, including $8,750,000 in deferred underwriting commissions, was deposited into a trust account established for the benefit of its public shareholders.

What financial statement did Daedalus Special Acquisition Corp. attach to this 8-K?

The company attached an audited balance sheet as of December 10, 2025 as Exhibit 99.1, reflecting the receipt of proceeds from the IPO and the private placement.

What securities of Daedalus Special Acquisition Corp. are listed and under which symbols?

The units, each consisting of one Class A ordinary share and one-fourth of one redeemable warrant, trade under DSACU on The Nasdaq Stock Market LLC. The Class A ordinary shares trade under DSAC, and the warrants, each entitling the holder to purchase one Class A ordinary share at $11.50 per share, trade under DSACW.