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Range Capital Acquisition (RANG) borrows $60,000 from sponsor for IPO trust

(High)
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Range Capital Acquisition Corp. drew $60,000 on July 23, 2026 under an existing unsecured promissory note to its sponsor, Range Capital Acquisition Sponsor, LLC, and deposited the funds into the trust account established in connection with its initial public offering.

The promissory note permits borrowings of up to $540,000, bears no interest, and is repayable on the earlier of completion of the initial business combination or the effective date of the company’s winding up. If no business combination occurs, repayment will come only from funds held outside the trust account. After this draw, an aggregate of $120,000 was outstanding under the note. The note issuance relied on the Section 4(a)(2) private-offering exemption under the Securities Act of 1933.

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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.
Promissory note capacity $540,000 principal amount Unsecured note issued June 18, 2026 to sponsor
Monthly contribution amount up to $60,000 per month Sponsor contributions to the IPO-related Trust Account
July 23, 2026 drawdown $60,000 Amount drawn and deposited into the Trust Account on July 23, 2026
Outstanding under note $120,000 Aggregate principal outstanding after the July 23, 2026 draw
Right share ratio one-tenth (1/10) Each Right to acquire one-tenth of one Ordinary Share
Trust Account financial
"contributions of up to $60,000 per month by the Sponsor or its designees to the trust account established"
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.
initial business combination financial
"payable on the earlier of the date on which the Company consummates its initial business combination"
An initial business combination is the deal in which a special-purpose acquisition company (SPAC) merges with or acquires an operating business to bring that business onto public markets. Think of the SPAC as an empty shell that raises money from investors, then uses that cash to buy a private company—this transaction turns the private company into a public one and often changes its ownership, valuation, and access to capital, so investors should watch for shifts in risk, future growth prospects, and shareholder rights.
events of default financial
"The Note is subject to customary events of default, the occurrence of certain of which automatically triggers"
Events of default are specific breaches or failures listed in a loan, bond, or credit agreement that give lenders the right to act, such as demanding immediate repayment, raising interest rates, or taking secured assets. They matter to investors because triggering one is like setting off a financial alarm: it raises the chance of foreclosure, restructuring, or bankruptcy and can sharply reduce the value of a company’s stock or bonds and increase borrowing costs.
Section 4(a)(2) of the Securities Act of 1933 regulatory
"The issuance of the Note was made pursuant to the exemption from registration contained in Section 4(a)(2)"
Emerging growth company regulatory
"Emerging growth company As previously reported in its"
An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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FAQ

What financing action did Range Capital Acquisition Corp. (RANG) report?

Range Capital Acquisition Corp. reported drawing $60,000 on an unsecured promissory note from its sponsor and depositing the funds into its IPO-related trust account. This increased the aggregate principal outstanding under the note to $120,000 while keeping the note non-interest bearing.

What is the total capacity of the sponsor promissory note for Range Capital Acquisition (RANG)?

The unsecured promissory note to Range Capital Acquisition’s sponsor has a principal amount of up to $540,000. It is intended to fund contributions of up to $60,000 per month into the trust account established in connection with the company’s initial public offering.

When and how is the sponsor note for Range Capital Acquisition (RANG) repayable?

The note’s principal is payable on the earlier of the company’s initial business combination or the effective date of its winding up. If no business combination occurs, the note will be repaid only from funds remaining outside the IPO trust account, if any.

How much is currently outstanding under Range Capital Acquisition’s (RANG) sponsor note?

After the July 23, 2026 draw, an aggregate of $120,000 was outstanding under the unsecured promissory note to the sponsor. This reflects multiple drawdowns under the note, which allows total borrowings of up to $540,000 in principal.

Under what securities law exemption was Range Capital Acquisition’s (RANG) note issued?

The unsecured promissory note to Range Capital Acquisition’s sponsor was issued under the Section 4(a)(2) exemption of the Securities Act of 1933. This provision allows certain private offerings without registration, subject to applicable conditions and investor protections.
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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): July 23, 2026

 

 

Range Capital Acquisition Corp.

(Exact name of registrant as specified in its charter)

 

 

 

Cayman Islands   001-42448   N/A

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(I.R.S. Employer

Identification No.)

 

44 Main Street  
Cold Spring Harbor  
New York   11724
(Address of principal executive offices)   (Zip Code)

(631) 246-0360

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

 

 

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 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 Ordinary Share and one Right   RANGU   The Nasdaq Stock Market LLC
Ordinary shares, par value $0.0001 per share   RANG   The Nasdaq Stock Market LLC
Rights, each Right to acquire one-tenth (1/10) of one Ordinary Share   RANGR   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

As previously reported in its Current Report on Form 8-K filed with the Securities and Exchange Commission (the “SEC”) on June 25, 2026, on June 18, 2026, Range Capital Acquisition Corp. (the “Company”) issued an unsecured promissory note (the “Note”) in the principal amount of up to $540,000 to its sponsor, Range Capital Acquisition Sponsor, LLC (the “Sponsor”), to be drawn down in connection with the previously announced contributions of up to $60,000 per month (the “Contributions”) by the Sponsor or its designees to the trust account established in connection with the Company’s initial public offering (the “Trust Account”). The Note does not bear interest and the principal balance will be payable on the earlier of: (i) the date on which the Company consummates its initial business combination and (ii) the date that the winding up of the Company is effective. In the event that the Company does not consummate an initial business combination, the Note will be repaid only from amounts remaining outside of the Trust Account, if any. The Note is subject to customary events of default, the occurrence of certain of which automatically triggers the unpaid principal balance of the Note and all other sums payable with regard to the Note becoming immediately due and payable. On July 23, 2026, $60,000 was drawn down from the Note and deposited into the Trust Account, and an aggregate of $120,000 was outstanding under the Note.

The issuance of the Note was made pursuant to the exemption from registration contained in Section 4(a)(2) of the Securities Act of 1933, as amended.

 

Item 9.01.

Financial Statements and Exhibits.

(d) Exhibits.

 

Exhibit No.    Description
104    Cover Page Interactive File (the cover page tags are embedded within the Inline XBRL document).

 

2


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.

 

RANGE CAPITAL ACQUISITION CORP.
By:  

/s/ Tim Rotolo

  Name: Tim Rotolo
  Title: Chief Executive Officer

Date: July 24, 2026

Filing Exhibits & Attachments

4 documents