Welcome to our dedicated page for Pershing Square USA, Ltd. SEC filings (Ticker: PSUS), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
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Pershing Square USA, Ltd. files an amended Form N-2 to register a public offering of Common Shares as part of a combined transaction with the initial public offering of Pershing Square Inc. The prospectus sets an initial public offering price of $50.00 per Common Share and describes the combined offering mechanics whereby PS Inc. will deliver 1 share of PS Inc. Common Stock for every 5 Common Shares purchased in the public offering. The filing discloses a Combined Private Placement of 56.3 million Common Shares at $50.00 per share, representing aggregate proceeds to the Company of $2.8 billion, and states the Company is seeking an aggregate combined transaction size of at least $5,000,000,000 (with a stated upper intent not to exceed $10,000,000,000 of gross proceeds prior to any overallotment).
The prospectus describes the Manager (Pershing Square Capital Management, L.P.), its assets under management of $26.6 billion ($17.0 billion fee-paying as of March 31, 2026), the Manager’s planned Pershing Square Investment (aggregate $150 million across common shares and $50 million Series A Preferred liquidation preference), the Company’s intended leverage policy (issue of $50 million Series A Preferred and an anticipated long-term debt target of ~15% to low‑20s% debt to total assets), and key risks including no investing history, potential trading at a discount to NAV, leverage risks, counterparty risk, tax and regulatory constraints, and concentration due to the non-diversified structure.