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ProCap Acquisition Corp. is a Cayman Islands-based SPAC focused on acquiring a financial services business. It completed its IPO on May 22, 2025, selling 25,000,000 units at $10.00 each, plus 430,000 private placement units, and placed $250,000,000 into a trust account.
As of December 31, 2025, the trust held $256,108,053, or about $10.24 per public share, available for redemption when a business combination is proposed. ProCap must complete a business combination by May 22, 2027 or liquidate and return trust funds to public shareholders.
The filing emphasizes potential dilution from founder shares and private placement units, whose anti-dilution rights can increase the number of Class A shares issued to sponsors upon conversion. Public shareholders can redeem their shares in connection with a deal or certain charter amendments, subject to a 15% cap per investor group without company consent.
Management, led by CEO Anthony Pompliano and CFO Catalina Abbey, is targeting financial services companies, highlighting their capital markets experience and the advantages of merging with an already public vehicle. The report also notes new 2024 SPAC rules that may raise costs and complexity and warns that failure to complete a deal on time could lead to Nasdaq suspension or delisting.
ProCap Acquisition Corp ownership update: a group of RP entities filed a joint Schedule 13G reporting shared voting and dispositive power in the issuer. RP Investment Advisors and affiliated funds report combined positions represented by specific fund holdings, with context on shares outstanding.
The filing shows RP Investment Advisors exercises shared voting and dispositive power over 1,417,580 Class A Ordinary Shares (representing 5.6% of the class). Additional fund-level holdings include 662,400 shares (2.6%), 197,805 shares (0.8%), 391,775 shares (1.5%), and 165,600 shares (0.7%). The filing cites 25,430,000 shares outstanding as of November 7, 2025 as the basis for percentages.
ProCap Acquisition Corp (PCAP) received an amended Schedule 13G showing that investment entities affiliated with J. Goldman & Co., L.P., J. Goldman Capital Management, Inc., and Jay G. Goldman collectively reported beneficial ownership of 1,445,321 Class A Ordinary Shares, or 5.68% of the class as of December 31, 2025.
The filing also notes beneficial ownership of 1,266,264 Class A Ordinary Shares, or 4.98%, as of September 30, 2025, indicating an increase in the position over that period. The securities are certified as being held in the ordinary course of business and not for the purpose of changing or influencing control of ProCap Acquisition Corp.
Meteora Capital, LLC and managing member Vik Mittal have disclosed a passive ownership position in ProCap Acquisition Corp on a Schedule 13G. They report beneficial ownership of 2,220,025 shares of Class A common stock, representing 8.7299% of the class as of the event date. All of these shares are reported with shared voting and shared dispositive power, with no sole voting or dispositive authority. The filing states the securities were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing control of ProCap Acquisition Corp.
ProCap Acquisition Corp (PCAP) reported a profitable quarter as a newly public SPAC. For the three months ended September 30, 2025, net income was $2,465,109, driven mainly by interest earned on the Trust Account. Since inception through September 30, 2025, cumulative net income was $3,390,355.
As of September 30, 2025, cash held in the Trust Account totaled $253,707,094, and current cash outside the trust was $1,208,574, supporting a working capital surplus of $1,210,441. The balance sheet reflects a deferred underwriting fee of $11,250,000 payable upon a business combination.
The IPO placed 25,000,000 public Class A shares, each initially at $10.00, with 25,000,000 Class A ordinary shares subject to possible redemption valued at $10.15 per share as of quarter end. There were 8,476,666 warrants outstanding (8,333,333 public; 143,333 private), each exercisable for one Class A share at $11.50 after a business combination. The company has up to 24 months from the IPO closing to complete its initial business combination.