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Snow Rothschild Acquisition Corp., a blank check company, completed its initial public offering of 20,000,000 units at $10.00 per unit, raising $200,000,000 in gross proceeds. Each unit includes one Class A ordinary share and one-half of a redeemable warrant exercisable at $11.50 per share.
The underwriters partially exercised their over-allotment option to buy 2,600,000 additional units for $26,000,000. A concurrent private placement of 2,250,000 warrants at $1.00 per warrant raised $2,250,000. In total, $226,000,000, including deferred underwriting commissions, was deposited into a U.S.-based trust account.
The company appointed three new independent directors, formed audit and compensation committees, entered into indemnification agreements with directors and officers, and filed amended and restated Cayman Islands constitutional documents, all in connection with the IPO. The trust funds may be used only to complete a business combination within a 24- to 27-month completion window or to redeem public shares.
Snow Rothschild Acquisition Corp. is offering 20,000,000 units at $10.00 per unit, representing a $200,000,000 public offering with an underwriter option to purchase up to 3,000,000 additional units. Each unit contains one Class A ordinary share and one-half of one redeemable warrant; only whole warrants are exercisable.
The prospectus states $200.0 million (or $230.0 million if the over-allotment option is exercised in full) will be placed in a U.S.-based trust account. The sponsor purchased 7,187,500 Class B ordinary shares for $25,000, now holds 5,750,000 founder shares, and committed to purchase 2,250,000 private placement warrants at $1.00 per warrant in a private placement closing simultaneously with this offering.
Snow Rothschild Acquisition Corp. director George Munoz filed a Form 3, which is an initial statement of beneficial ownership for insiders. This filing lists him as a director but shows no reportable transactions or derivative positions at this time.
Snow Rothschild Acquisition Corp. director Paul W. Chellgren has filed a Form 3, which is an initial statement of beneficial ownership as a new insider. The excerpt shows no reported transactions, holdings, or derivative positions, so this filing is purely administrative disclosure of his insider status.
Snow Rothschild Acquisition Corp. Chief Financial Officer William Chai filed an initial Form 3 ownership report. The data provided shows no buy, sell, acquire, or dispose transactions and no derivative positions. The summary counts for all transaction types are zero, indicating no activity disclosed in this filing.
Snow Rothschild Acquisition Corp. director Nathaniel PVJ Rothschild has filed an initial Form 3, formally becoming a reporting insider of the company. The filing does not list any buy or sell transactions or derivative positions, and serves primarily to disclose his status as a director subject to insider reporting rules.
Snow Rothschild Acquisition Corp. filed an initial insider ownership report showing that its sponsor entity holds a large founder stake. The filing reports 5,750,000 Class B ordinary shares, which are convertible into Class A ordinary shares on a one-for-one basis, either at the time of the company’s initial business combination or earlier at the holder’s option. Up to 750,000 of these founder shares are subject to forfeiture if the underwriters do not fully exercise their over-allotment option in the company’s initial public offering. The sponsor, Snow Rothschild Acquisition Sponsor LLC, holds these shares, and CEO Ian Snow, as managing member of the sponsor, may be deemed a beneficial owner but disclaims beneficial ownership beyond his pecuniary interest.
Snow Rothschild Acquisition Corp. director Marco Carrai has filed an initial Form 3, which is the first statement of his beneficial ownership in the company’s securities. The filing reports his status as a director and shows no buy, sell, or other transaction activity.