[8-K] Pioneer Acquisition I Corp Units Reports Material Event

Rhea-AI Filing Summary

Pioneer Acquisition I (Nasdaq:PACHU) filed an 8-K reporting the closing of its SPAC IPO on 20-Jun-2025.

The company issued 25.3 million units (including the 3.3 million-unit over-allotment) at $10.00, generating $253.0 million in gross public proceeds. Each unit contains one Class A ordinary share and one-half redeemable warrant exercisable at $11.50.

Concurrently, 6.4 million private placement warrants were sold at $1.00, adding $6.4 million. Total capital raised equals $259.4 million, now held in trust for a future business combination.

An audited balance sheet reflecting receipt of the proceeds is furnished as Exhibit 99.1. No other material events or financial changes were disclosed.

Positive

• Completed SPAC IPO raising $253 M in public proceeds plus $6.4 M in private placement warrants, securing $259.4 M cash for future acquisition

Negative

• None.

Insights

IPO Analyst

TL;DR – $259 M trust funded, SPAC fully capitalised

The filing confirms successful completion of the IPO process, including full over-allotment uptake, resulting in a $259.4 million cash trust. With units priced at the standard $10, warrant leverage of 1-for-2, and a customary $11.50 strike, the structure is typical for 24-month SPACs, signalling no unusual dilution features. Proceeds equal the headline size disclosed in the prospectus, suggesting stable investor demand despite a crowded SPAC market. Having cleared the SEC review cycle and delivered an audited balance sheet, the vehicle is now acquisition-ready and can begin target sourcing. From a capital-markets perspective, the outcome is favourable and de-risks funding, earning a positive impact rating.

Risk Analyst

TL;DR – Routine SPAC closing; redemption risk remains

While the cash raise is material, nothing in the 8-K changes the risk profile inherent to blank-check companies. All funds are held in trust and may be redeemed by shareholders if a merger is not completed, so liquidity for operations is minimal. The warrant coverage and $11.50 strike are industry-standard but still introduce dilution should a deal succeed. No timeline extensions or sponsor-backstop terms were added. In short, the disclosure is neutral for valuation—informative, yet anticipated.

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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): June 20, 2025

Pioneer Acquisition I Corp

(Exact name of registrant as specified in its charter)

Cayman Islands		001-42709		N/A00-0000000
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

131 Concord Street

Brooklyn, NY 11201

(Address of principal executive offices, including zip code)

Registrant’s telephone number, including area code (347) 720-2907

Not Applicable
(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 (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-commencement 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-half of one redeemable warrant		PACHU		The Nasdaq Stock Market LLC
Class A ordinary shares, par value $0.0001 per share		PACH		The Nasdaq Stock Market LLC
Warrants, each whole warrant exercisable for one Class A ordinary share at an exercise price of $11.50 per share		PACHW		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 8.01. Other Events

On June 20, 2025, Pioneer Acquisition I Corp (the “Company”) consummated its initial public offering (“IPO”) of 25,300,000 units (the “Units”), including 3,300,000 Units issued pursuant to the exercise of the underwriters’ over-allotment option. Each Unit consists of one Class A ordinary share of the Company, par value $0.0001 per share (the “Ordinary Shares”), and one-half of one redeemable warrant (the “Warrants”) with each whole warrant entitling the holder thereof to purchase one Ordinary Share at a price of $11.50 per share. The Units were sold at a price of $10.00 per Unit, generating gross proceeds to the Company of $253,000,000 (the “Public Proceeds”). Simultaneously with the closing of the IPO, pursuant to the private placement warrant purchase agreement, dated June 17, 2025, between the Company and Pioneer Acquisition 1 Sponsor Holdco LLC, and the private placement warrant purchase agreement, dated June 17, 2025, between the Company and Cantor Fitzgerald & Co. and Odeon Capital Group LLC, the Company completed the private sale of 6,400,000 warrants (the “Private Placement Warrants”) at a purchase price of $1.00 per Private Placement Warrant, generating gross proceeds to the Company of $6,400,000 (the “Private Proceeds” and together with the Public Proceeds, the “Offering Proceeds”). The Private Placement Warrants are identical to the Warrants sold in the IPO.

An audited balance sheet as of June 20, 2025 reflecting receipt of the Offering Proceeds has been issued by the Company and is included as Exhibit 99.1 to this Current Report on Form 8-K.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

EXHIBIT INDEX

Exhibit No.		Description
99.1		Audited Balance Sheet

1

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.

	PIONEER ACQUISITION I CORP
	By:	/s/ Mitchell Creem
		Name:	Mitchell Creem
		Title:	Chief Executive Officer

Dated: June 26, 2025

2

FAQ

How many units did PACHU sell in its June 20 2025 IPO?

The company sold 25,300,000 units, including the full 3,300,000-unit over-allotment.

What gross proceeds did Pioneer Acquisition I raise from the IPO?

Public proceeds totaled $253.0 million; combined with $6.4 million from private warrants, total proceeds are $259.4 million.

What does each PACHU unit contain?

Each unit includes one Class A ordinary share and one-half of one redeemable warrant exercisable at $11.50.

How many private placement warrants were issued and at what price?

The company sold 6,400,000 private placement warrants at $1.00 each.

Where can investors find the audited balance sheet for Pioneer Acquisition I?

The audited balance sheet as of June 20 2025 is filed as Exhibit 99.1 to this 8-K.

What is the exercise price of Pioneer Acquisition I warrants?

Each whole warrant allows purchase of one ordinary share at an $11.50 exercise price.