STOCK TITAN

GSR V Acquisition (GSRVU) completes $230M SPAC IPO and funds trust

Filing Impact
(High)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

GSR V Acquisition Corp. completed its SPAC IPO, selling 23,000,000 units at $10.00 each, for gross proceeds of $230,000,000. Each unit includes one Class A ordinary share and one-seventh of a right, with whole rights convertible into one share after a business combination.

The company also sold 671,000 private placement units for about $6,710,000. A total of $230,000,000, combining IPO and private placement net proceeds, was placed in a U.S. trust account, to be used only upon completing an initial business combination or redeeming public shares within 18 months, extendable to 21 months at the sponsor’s discretion.

New independent directors Jonathan Cole, Jody Sitkoski and Susie Kuan joined the board and its audit and compensation committees, supported by indemnity agreements. The company adopted amended and restated Cayman charter documents, and detailed underwriting, trust, registration rights and administrative agreements became effective alongside the IPO.

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Insights

GSR V raises $230M in a standard SPAC IPO structure.

GSR V Acquisition Corp. has completed a typical SPAC initial public offering, issuing 23,000,000 units at $10.00 for gross proceeds of $230,000,000, plus 671,000 private placement units for about $6,710,000. This capital is intended to fund a future business combination.

Placing the full $230,000,000 into a U.S. trust account is standard for SPACs and protects public investors until a deal is approved or redemptions occur. The 18-month deadline, extendable to 21 months at the sponsor’s discretion, frames how long management has to find a suitable target.

The staggered, three-class board structure and committee assignments, along with indemnity and registration rights agreements, set up governance and sponsor economics but do not themselves indicate deal quality. Future disclosures about a proposed merger and redemption levels at that time will determine the economic outcome for GSR V’s public shareholders.

Item 1.01 Entry into a Material Definitive Agreement Business
The company signed a significant contract such as a merger agreement, credit facility, or major partnership.
Item 3.02 Unregistered Sales of Equity Securities Securities
The company sold equity securities in a private placement or other unregistered transaction.
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance
Key personnel changes including departures, elections, or appointments of directors and executive officers.
Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year Governance
The company amended its charter documents, bylaws, or changed its fiscal year.
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.
IPO units sold 23,000,000 units Initial public offering including full over-allotment
IPO price $10.00 per unit Unit offering price in SPAC IPO
IPO gross proceeds $230,000,000 Aggregate gross proceeds from 23,000,000 units
Private Placement Units 671,000 units Sold to sponsor and Polaris at $10.00 per unit
Private placement proceeds $6,710,000 Gross proceeds from 671,000 Private Placement Units
Trust funding $230,000,000 Funds placed in U.S. trust account on May 15, 2026
IPO net proceeds in trust $224,600,000 Portion of trust from IPO net proceeds
Private placement net in trust $5,400,000 Portion of trust from Private Placement net proceeds
over-allotment option financial
"the underwriter fully exercised its over-allotment option to purchase 3,000,000 additional Units"
An over-allotment option is a special agreement that allows underwriters to sell more shares than initially planned if demand is high. Think of it like a retailer offering extra units of a popular product to meet additional customer interest. This option helps ensure the full sale is completed and can also give investors extra shares if they want more.
Private Placement Units financial
"the Company completed the private sale of an aggregate of 671,000 private placement units"
blank check company financial
"GSRV is a newly incorporated, blank check company formed in the Cayman Islands"
A blank check company is a publicly listed shell that raises money from investors before naming a specific business to buy or merge with, similar to handing a cashier a signed check and asking them to fill in the payee later. It matters to investors because it offers a faster, often cheaper path for private firms to become public, but carries extra risk since returns depend on the organizers’ ability to find a good deal and on limited information about the future business.
trust account financial
"were placed into a segregated trust account located in the United States"
A trust account is a special bank or brokerage account where assets are held and managed by a designated person or firm (the trustee) for the benefit of another person or group (the beneficiary). It matters to investors because it separates assets from personal or corporate funds, can protect assets, control how and when money is used, and may affect tax or legal rights—think of it as a locked drawer opened only under agreed rules.
Qualified Independent Underwriter financial
"Consequently, Benchmark acted as a Qualified Independent Underwriter on the transaction"
A qualified independent underwriter is a financial firm that is both eligible under regulatory rules and free of close ties to the issuing company, so it can buy, price and sell a new batch of securities without conflicts of interest. Investors treat its involvement like a neutral referee: its role helps set a fair market price, adds credibility to the deal and reduces the risk that shares are being pushed on biased or poorly vetted terms.
Amended and Restated Memorandum and Articles of Association regulatory
"the Company filed its Amended and Restated Memorandum and Articles of Association in the Cayman Islands"
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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

 

Date of Report (Date of earliest event reported): May 12, 2026

 

GSR V Acquisition Corp.

(Exact name of registrant as specified in its charter)

 

Cayman Islands   001-43290   N/A

(State or other jurisdiction

of incorporation)

  (Commission File Number)  

(I.R.S. Employer

Identification No.)

 

5900 Balcones Drive, Suite 100

Austin, TX 78731

  78731
(Address of Principal Executive Offices)   (Zip Code)

 

(914-369-4400)

(Registrant’s telephone number, including area code)

 

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

 

Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

Pre-commencements communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

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-seventh of one right   GSRVU   The Nasdaq Stock Market LLC
Class A ordinary share, par value $0.0001 per share   GSRV   The Nasdaq Stock Market LLC
Rights, each whole right entitling the holder to receive one Class A ordinary share   GSRVR   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 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

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 1.01. Entry into a Material Definitive Agreement.

 

On May 15, 2026, GSR V Acquisition Corp. (the “Company”) consummated its initial public offering (the “IPO”) of 20,000,000 units (the “Units”). In connection with the closing, the underwriter fully exercised its over-allotment option to purchase 3,000,000 additional Units (the “OA Option”) for an aggregate of 23,000,000 Units sold. Each Unit consists of one Class A ordinary share, par value $0.0001 per share (“Class A Ordinary Share”), of the Company and one-seventh of one right (the “Rights”), with each whole right entitling the holder thereof to receive one whole Class A Ordinary Share. The Units were sold at a price of $10.00 per Unit, generating gross proceeds to the Company of $230,000,000.

 

In connection with the IPO, the Company entered into the following agreements, forms of which were previously filed as exhibits to the Company’s registration statement on Form S-1 (File No. 333-295415) (the “Registration Statement”):

 

  an Underwriting Agreement, dated May 13, 2026, (the “Underwriting Agreement”), among the Company and SPAC Advisory Partners LLC dba Polaris Advisory Partners LLC and The Benchmark Company, LLC, as representatives of the underwriter named therein (the “Underwriter”), attached hereto as Exhibit 1.1 and incorporated herein by reference;

 

  Amended and Restated Memorandum and Articles of Association of the Company, attached hereto as Exhibit 3.1 and incorporated herein by reference;

 

  a Rights Agreement, dated May 13, 2026, between the Company and Odyssey Transfer and Trust Company, as Rights agent, attached hereto as Exhibit 4.1 and incorporated by reference herein

 

  a Letter Agreement, dated May 13, 2026, among the Company, its officers and directors, GSR V Sponsor LLC (the “Sponsor”) and SPAC Advisory Partners LLC dba Polaris Advisory Partners LLC attached hereto as Exhibit 10.1 and incorporated herein by reference;

 

  an Investment Management Trust Agreement, dated May 13, 2026, between the Company and Odyssey Transfer and Trust Company, as trustee, attached hereto as Exhibit 10.2 and incorporated herein by reference;

 

  a Registration Rights Agreement, dated May 13, 2026, among the Company and certain security holders named therein, attached hereto as Exhibit 10.3 and incorporated herein by reference;

 

  a Private Placement Unit Purchase Agreement, dated May 13, 2026, between the Company and the Sponsor (the “Sponsor Private Placement Unit Purchase Agreement”), attached hereto as Exhibit 10.4 and incorporated herein by reference;

 

  a Private Placement Unit Purchase Agreement, dated May 13, 2026, between the Company and SPAC Advisory Partners LLC dba Polaris Advisory Partners LLC (the “Underwriter Private Placement Unit Purchase Agreement”), attached hereto as Exhibit 10.5 and incorporated herein by reference;

 

  Administrative Services Agreement, dated May 13, 2026, between the Company and the Sponsor, attached hereto as Exhibit 10.6 and incorporated herein by reference;

 

  Indemnity Agreement, dated May 13, 2026, between the Company and Gus Garcia attached hereto as Exhibit 10.7 and incorporated herein by reference;

 

  Indemnity Agreement, dated May 13, 2026, between the Company and Lewis Silberman, attached hereto as Exhibit 10.8 and incorporated herein by reference;

 

  Indemnity Agreement, dated May 13, 2026, between the Company and Anantha Ramamurti, attached hereto as Exhibit 10.9 and incorporated herein by reference;

 

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  Indemnity Agreement, dated May 13, 2026, between the Company and Yuya Orime, attached hereto as Exhibit 10.10 and incorporated herein by reference;

 

  Indemnity Agreement, dated May 13, 2026, between the Company and Jody Sitkoski, attached hereto as Exhibit 10.11 and incorporated herein by reference;

 

  Indemnity Agreement, dated May 13, 2026, between the Company and Susie Kuan, attached hereto as Exhibit 10.12 and incorporated herein by reference; and

 

  Indemnity Agreement, dated May 13, 2026, between the Company and Jonathan Cole, attached hereto as Exhibit 10.13 and incorporated herein by reference.

 

Item 3.02. Unregistered Sales of Equity Securities.

 

Simultaneously with the closing of the IPO, pursuant to the Sponsor Private Placement Unit Purchase Agreement and the Underwriter Private Placement Unit Purchase Agreement, the Company completed the private sale of an aggregate of 671,000 private placement units (the “Private Placement Units”) to the Sponsor and SPAC Advisory Partners LLC dba Polaris Advisory Partners LLC at a purchase price of $10.00 per Private Placement Unit, generating gross proceeds to the Company of approximately $6,710,000. The Private Placement Units are identical to the Units sold in the IPO and OA Option, subject to certain limited exceptions, and will be subject to transfer restrictions until 30 days following the consummation of the Company’s initial business combination. The Private Placement Units were issued pursuant to Section 4(a)(2) of the Securities Act of 1933, as amended, as the transactions did not involve a public offering.

 

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

 

On May 13, 2026, in connection with the IPO, Jonathan Cole, Jody Sitkoski, and Susie Kuan (together with Gus Garcia, Lewis Silberman and Anantha Ramamurti, the “Directors”) were appointed to the board of directors of the Company (the “Board”). Effective May 13, 2026, each of Mr. Cole, Mr. Sitkoski and Ms. Kuan was also appointed to the audit committee of the Board, with Ms. Kuan serving as the chair of the audit committee. Effective May 13, 2026, each of each of Mr. Cole, Mr. Sitkoski and Ms. Kuan was also appointed to the compensation committee of the Board, with Mr. Sitkoski serving as the chair of the compensation committee.

 

On May 12, 2026, the Sponsor transferred 20,000 of the Company’s Class B ordinary shares, par value $0.0001 per share, to each of Mr. Cole, Mr. Sitkoski and Ms. Kuan. The Company will reimburse the Directors for reasonable out-of-pocket expenses incurred in connection with fulfilling their roles as directors.

 

Following the appointments of Mr. Cole, Mr. Sitkoski and Ms. Kuan, the Board is comprised of three classes. The term of office of the first class of directors, consisting of Mr. Sitkoski and Ms. Kuan, will expire at our first annual meeting of stockholders. The term of office of the second class of directors, consisting of Mr. Cole and Mr. Ramamurti, will expire at the second annual meeting of stockholders. The term of office of the third class of directors, consisting of Mr. Garcia and Mr. Silberman, will expire at the third annual meeting of stockholders.

 

The Company has entered into indemnity agreements with the Directors, Co-Chief Executive Officers, Chief Financial Officer and Chief Business Development Officer of the Company, each dated May 13, 2026. Other than the foregoing, none of the Directors are party to any arrangement or understanding with any person pursuant to which they were appointed as directors, nor are they party to any transactions required to be disclosed under Item 404(a) of Regulation S-K involving the Company.

 

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Item 5.03. Amendments to Certificate of Incorporation or Bylaws; Change in Fiscal Year.

 

On May 13, 2026, the Company filed its Amended and Restated Memorandum and Articles of Association in the Cayman Islands. The terms of the Amended and Restated Memorandum and Articles of Association are set forth in the Registration Statement and are incorporated herein by reference. A copy of the Amended and Restated Memorandum and Articles of Association is attached as Exhibit 3.1 hereto and is incorporated by reference herein.

 

Item 8.01. Other Events.

 

On May 15, 2026, a total of $230,000,000, comprised of $224,600,000 of the net proceeds from the IPO and $5,400,000 of the net proceeds from the sale of the Private Placement Units, were placed into a segregated trust account located in the United States with Odyssey Transfer and Trust Company acting as trustee. Except with respect to interest earned on the funds held in the trust account that may be released to us for permitted withdrawals, if any, the funds held in the trust account will not be released from the trust account until the earliest to occur of: (1) our completion of an initial business combination; (2) the redemption of any public shares properly submitted in connection with a shareholder vote to amend our amended and restated memorandum and articles of association (A) to modify the substance or timing of our obligation to allow redemption in connection with our initial business combination or to redeem 100% of our public shares if we do not complete our initial business combination within 18 (or up to 21 months at the discretion of the Sponsor) from the closing of the IPO or (B) with respect to any other provision relating to shareholders’ rights or pre-initial business combination activity; and (3) the redemption of our public shares if we have not completed an initial business combination within 18 months (or up to 21 months at the discretion of the Sponsor), from the closing of the IPO, subject to applicable law.

 

On May 13, 2026, the Company issued a press release, a copy of which is attached as Exhibit 99.1 to this Current Report on Form 8-K, announcing the pricing of the IPO, which occurred on May 13, 2026. On May 15, 2026, the Company issued a press release, a copy of which is attached as Exhibit 99.2 to this Current Report on Form 8-K, announcing the closing of the IPO.

 

Item 9.01. Financial Statements and Exhibits.

 

(d) Exhibits 

 

Exhibit No.   Description of Exhibits
   
1.1   Underwriting Agreement, dated May 13, 2026, among the Company and SPAC Advisory Partners LLC dba Polaris Advisory Partners LLC and The Benchmark Company, LLC, as representative of the underwriter named therein.
3.1   Amended and Restated Memorandum and Articles of Association of the Company. 
4.1   Rights Agreement, dated May 13, 2026, between the Company and Odyssey Transfer and Trust Company, as Rights agent.
10.1   Letter Agreement, dated May 13, 2026, among the Company, its officers and directors, the Sponsor and SPAC Advisory Partners LLC dba Polaris Advisory Partners LLC.
10.2   Investment Management Trust Agreement, dated May 13, 2026, between the Company and Odyssey Transfer and Trust Company, as trustee.
10.3   Registration Rights Agreement, dated May 13, 2026, among the Company, the Sponsor, SPAC Advisory Partners LLC dba Polaris Advisory Partners LLC and certain security holders named therein.
10.4   Private Placement Unit Purchase Agreement, dated May 13, 2026, between the Company and the Sponsor.
10.5   Private Placement Unit Purchase Agreement, dated May 13, 2026, between the Company and SPAC Advisory Partners LLC dba Polaris Advisory Partners LLC.
10.6   Administrative Services Agreement, dated May 13, 2026, between the Company and the Sponsor.
10.7   Indemnity Agreement, dated May 13, 2026, between the Company and Gus Garcia.
10.8   Indemnity Agreement, dated May 13, 2026, between the Company and Lewis Silberman.
10.9   Indemnity Agreement, dated May 13, 2026, between the Company and Anantha Ramamurti.
10.10   Indemnity Agreement, dated May 13, 2026, between the Company and Yuya Orime.
10.11   Indemnity Agreement, dated May 13, 2026, between the Company and Jody Sitkoski.
10.12   Indemnity Agreement, dated May 13, 2026, between the Company and Susie Kuan.
10.13   Indemnity Agreement, dated May 13, 2026, between the Company and Jonathan Cole.
99.1   Press Release dated May 13, 2026
99.2   Press Release dated May 15, 2026
104   Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

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SIGNATURE

 

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.

 

  GSR V Acquisition Corp.
     
Date: May 18, 2026 By: /s/ Gus Garcia
  Name: Gus Garcia
  Title: Co-Chief Executive Officer

 

4

Exhibit 99.1

 

GSR V Acquisition Corp. Announces the Pricing of its $200.0 Million Initial Public Offering

 

New York, NY, May 13, 2026 (GLOBE NEWSWIRE) -- GSR V Acquisition Corp. (NASDAQ: GSRV) (“GSRV” or the “Company”) announced today the pricing of its initial public offering of 20,000,000 units at a price of $10.00 per unit, for aggregate gross proceeds of $200,000,000.

 

The units will be listed on the Nasdaq Global Market LLC (“Nasdaq”) and begin trading tomorrow, May 14, 2026, under the ticker symbol “GSRVU.” Each unit consists of one of the Company’s Class A ordinary shares (the “Class A Ordinary Shares”) and one-seventh (1/7th) of one right (the “Rights”), with each whole right entitling the holder thereof to receive one Class A Ordinary Share upon the consummation of an initial business combination. No fractional rights will be issued upon separation of the units and only whole rights will trade. Once the securities comprising the units begin separate trading, the Class A Ordinary Shares and Rights are expected to be listed on the Nasdaq under the symbols “GSRV” and “GSRVR,” respectively. The offering is expected to close May 15, 2026, subject to customary closing conditions. GSRV has granted the underwriters a 45-day option to purchase up to an additional 3,000,000 units, at the initial public offering price to cover over-allotments, if any.

 

Polaris Advisory Partners LLC, a division of Kingswood Capital Partners LLC (“Polaris”), and The Benchmark Company, LLC (“Benchmark”) are acting as joint bookrunners for the initial public offering. Polaris is a financial advisory firm wholly owned and controlled by the management of GSRV. Consequently, Benchmark acted as a Qualified Independent Underwriter on the transaction.

 

A registration statement related to these securities has been filed on Form S-1 with the Securities and Exchange Commission and became effective on May 13, 2026 (File No. 333-295415). The offering is being made only by means of a prospectus. Copies of the prospectus may be obtained, when available, by contacting Kingswood Capital Partners, LLC, 126 East 56th Street, Suite 22S, New York, NY 10022, or by calling 212-487-1080 or emailing Syndicate@kingswoodUS.com. This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

 

About GSR V Acquisition Corp.

 

GSRV is a newly incorporated, blank check company formed in the Cayman Islands for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses. While the Company may pursue an initial business combination target in any business or industry, it intends to identify companies with compelling public-market narratives, high visibility of growth prospects, and attractive cash flow dynamics now or in the near future, where a public listing, financing from an initial business combination and access to public capital markets will enable the target to build on its competitive advantages and allow the target company to further accelerate its growth profile.

 

The Company’s management team is comprised of co-CEOs Mr. Gus Garcia and Mr. Lewis Silberman, President & CFO Mr. Anantha Ramamurti, and CBDO Mr. Yuya Orime.

 

Forward-Looking Statements

 

This press release includes forward-looking statements. Forward-looking statements are statements that are not historical facts. Such forward-looking statements, including the successful consummation of the Company’s initial public offering, are subject to risks and uncertainties, many of which are beyond the control of the Company, including those set forth in the “Risk Factors” section of the Company’s registration statement and preliminary prospectus for the offering filed with the SEC, any of which could cause actual results to differ from such forward-looking statements. The Company expressly disclaims any obligations or undertaking to release publicly any updates or revisions to any forward-looking statements contained herein to reflect any change in the Company’s expectations with respect thereto or any change in events, conditions or circumstances on which any statement is based, except as required by law. 

 

###

 

Company contact:

 

Anantha Ramamurti
President & CFO
anantha@gsrspac.com

 

 

 

Exhibit 99.2

 

GSR V Acquisition Corp. Announces the Closing of its $230 Million Initial Public Offering, Including Full-Exercise Of Over-Allotment Option

 

New York, NY, May 15, 2026 (GLOBE NEWSWIRE) -- GSR V Acquisition Corp. (NASDAQ: GSRV) (“GSRV” or the “Company”) announced today that it closed its initial public offering of 23,000,000 units at a price of $10.00 per unit, for aggregate gross proceeds of $230,000,000. The offering size reflects the full exercise of the underwriter’s over-allotment option. Each unit consists of one of the Company’s Class A ordinary shares (the “Class A Ordinary Shares”) and one-seventh (1/7th) of one right (the “Rights”), with each whole right entitling the holder thereof to receive one Class A Ordinary Share upon the consummation of an initial business combination. No fractional rights will be issued upon separation of the units and only whole rights will trade.

 

The units are listed on the Nasdaq Global Market LLC (“Nasdaq”) and began trading under the ticker symbol “GSRVU” on May 14, 2026. Once the securities comprising the units begin separate trading, the Class A Ordinary Shares and Rights are expected to be listed on the Nasdaq under the symbols “GSRV” and “GSRVR,” respectively.

 

Polaris Advisory Partners LLC, a division of Kingswood Capital Partners LLC (“Polaris”), and The Benchmark Company, LLC (“Benchmark”) acted as joint bookrunners for the initial public offering. Polaris is a financial advisory firm wholly owned and controlled by the management of GSRV. Consequently, Benchmark acted as a Qualified Independent Underwriter on the transaction. 

 

A registration statement related to these securities has been filed on Form S-1 with the Securities and Exchange Commission and became effective on May 13, 2026 (File No. 333-295415). The offering is being made only by means of a prospectus. Copies of the prospectus may be obtained, when available, by contacting Kingswood Capital Partners, LLC, 126 East 56th Street, Suite 22S, New York, NY 10022, or by calling 212-487-1080 or emailing Syndicate@kingswoodUS.com. This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

 

About GSR V Acquisition Corp.

 

GSRV is a newly incorporated, blank check company formed in the Cayman Islands for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses. While the Company may pursue an initial business combination target in any business or industry, it intends to identify companies with compelling public-market narratives, high visibility of growth prospects, and attractive cash flow dynamics now or in the near future, where a public listing, financing from an initial business combination and access to public capital markets will enable the target to build on its competitive advantages and allow the target company to further accelerate its growth profile.

 

The Company’s management team is comprised of co-CEOs Mr. Gus Garcia and Mr. Lewis Silberman, President & CFO Mr. Anantha Ramamurti, and CBDO Mr. Yuya Orime.

 

Forward-Looking Statements

 

This press release includes forward-looking statements. Forward-looking statements are statements that are not historical facts. Such forward-looking statements, including the successful consummation of the Company’s initial public offering, are subject to risks and uncertainties, many of which are beyond the control of the Company, including those set forth in the “Risk Factors” section of the Company’s registration statement and preliminary prospectus for the offering filed with the SEC, any of which could cause actual results to differ from such forward-looking statements. The Company expressly disclaims any obligations or undertaking to release publicly any updates or revisions to any forward-looking statements contained herein to reflect any change in the Company’s expectations with respect thereto or any change in events, conditions or circumstances on which any statement is based, except as required by law.

 

###

 

Company contact:
Anantha Ramamurti
President & CFO
anantha@gsrspac.com 

 

 

 

 

FAQ

What did GSR V Acquisition Corp. (GSRVU) raise in its SPAC IPO?

GSR V Acquisition Corp. raised gross proceeds of $230,000,000 by selling 23,000,000 units at $10.00 per unit. Each unit includes one Class A ordinary share and one-seventh of a right, with whole rights exchangeable for one share after a business combination.

How are GSR V Acquisition Corp. (GSRVU) IPO proceeds held and protected?

GSR V placed $230,000,000 of IPO and private placement net proceeds into a segregated U.S. trust account with Odyssey Transfer and Trust Company. Funds remain there until a business combination closes or public shares are redeemed, subject to limited permitted withdrawals for interest income.

What private placement did GSR V Acquisition Corp. (GSRVU) complete with its IPO?

Alongside the IPO, GSR V sold 671,000 Private Placement Units to its sponsor and Polaris Advisory Partners at $10.00 each, generating about $6,710,000. These units mirror the public units but face transfer restrictions until 30 days after completing the initial business combination.

How long does GSR V Acquisition Corp. (GSRVU) have to complete a business combination?

GSR V must complete an initial business combination within 18 months from the IPO closing, with a possible extension up to 21 months at the sponsor’s discretion. If it fails, public shares are redeemable from the trust account, subject to applicable Cayman law and charter terms.

What governance steps did GSR V Acquisition Corp. (GSRVU) take with its IPO?

GSR V appointed Jonathan Cole, Jody Sitkoski and Susie Kuan to its board, audit and compensation committees, and granted each 20,000 Class B shares. It also adopted an Amended and Restated Memorandum and Articles of Association and executed key underwriting, trust, registration rights and administrative agreements.

How are GSR V Acquisition Corp. (GSRVU) units and underlying securities listed?

GSR V’s units trade on Nasdaq as “GSRVU.” Each unit contains one Class A ordinary share and one-seventh of a right. Once separated, the Class A shares are expected to trade as “GSRV” and the rights as “GSRVR” on the Nasdaq Global Market, according to the company’s disclosure.

Filing Exhibits & Attachments

22 documents