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Vernal Capital Acquisition Corp., a newly formed SPAC, reported a net loss of $25,515 for the three months ended April 30, 2026, reflecting formation and operating costs.
Before its IPO, the company had total assets of $309,060, cash of $16,299 and a working capital deficit of $366,201. Management discloses that these conditions raise substantial doubt about its ability to continue as a going concern unless it completes a business combination or secures additional capital.
Subsequent to quarter end, the company’s registration statement became effective and it completed an IPO of 10,000,000 units at $10.00 each, plus 251,250 private units, with $100,500,000 placed in a U.S. trust account to fund a future business combination. Vernal Capital has until August 7, 2027, subject to permitted extensions, to complete a qualifying transaction or it must redeem public shares and liquidate.
Vernal Capital Acquisition Corp. reported a Schedule 13G filing showing Karpus Management, Inc. beneficially owns 1,484,400 shares of Common stock. The filing states this represents 11.88% of the class as of 05/29/2026, with Karpus holding sole voting and dispositive power over those shares. The statement is signed by Karpus' Chief Compliance Officer on 06/05/2026.
Vernal One Limited and Jun Du report beneficial ownership of 2,657,312 ordinary shares of Vernal Capital Acquisition Corp., representing 20.09% of the class based on 13,226,250 shares outstanding. The position consists mainly of 2,443,750 founder shares and 213,562 units, with each unit including one share and a right to receive one-fourth of a share after the initial business combination.
The sponsor bought the initial founder shares for $21,250 and later purchased 213,562 private units at $10.00 per unit for $2,135,620. Vernal One agreed to provide up to $3,000,000 in working capital loans, which it may convert into additional private units. The sponsors and insiders also agreed to lock-ups, voting commitments in favor of the business combination, and waivers of redemption and certain liquidation rights on their founder and private shares.
Vernal Capital Acquisition Corp. disclosed that its sponsor, Vernal One Ltd, bought 213,562 private units at $10.00 per unit, for a total of $2,135,620, in a private placement completed with the company’s initial public offering. Each unit includes one ordinary share and one right to receive one-fourth of an ordinary share after the company’s initial business combination.
Following this purchase, Vernal One Ltd holds 2,657,312 ordinary shares and 213,562 rights to receive additional ordinary shares, reflecting a significant sponsor ownership position aligned with the company’s post‑IPO structure.
Vernal One Limited, a sponsor of Vernal Capital Acquisition Corp., acquired additional interests in connection with the company’s initial public offering. The sponsor bought 213,562 private units at $10.00 per unit, for an aggregate purchase price of $2,135,620.
Each private unit consists of one ordinary share and one right to receive one-fourth of an ordinary share upon completion of Vernal’s initial business combination. After these purchases, the sponsor holds 2,657,312 ordinary shares and 213,562 rights indirectly, with director and 10% owner Du Jun exercising voting and investment discretion over the sponsor’s holdings.
Vernal Capital Acquisition Corp. is allowing investors to trade the components of its SPAC units separately. Beginning on or about May 19, 2026, holders may split their units into ordinary shares trading under the symbol VECA and rights trading under VECAR, while unsplit units will continue under VECAU on the New York Stock Exchange. To separate their holdings, investors must have their brokers contact Continental Stock Transfer & Trust Company, the company’s transfer agent. The company also issued a press release describing the start of separate trading and reiterating its focus on finding a business combination target in any industry or region.
Vernal Capital Acquisition Corp., a blank check company, has completed its initial public offering of 10,000,000 units at $10.00 each, raising gross proceeds of $100,000,000. Each unit includes one ordinary share and one right to receive one-fourth of an ordinary share after a future business combination.
Including 251,250 private units sold to sponsors, $100,500,000 has been placed in a U.S. trust account for the benefit of public shareholders. An audited balance sheet as of May 7, 2026 shows total assets of $101,518,073, mainly the trust cash, against modest current liabilities.
The auditor’s report and Note 1 highlight substantial doubt about Vernal Capital’s ability to continue as a going concern. The company must complete a qualifying business combination within 15 months from the IPO closing, or up to 21 months if extended, or it will be wound up and liquidated with public shares redeemed from the trust.
Vernal Capital Acquisition Corp. Schedule 13G reports that certain Harraden Circle entities and Frederick V. Fortmiller, Jr. beneficially own 822,831 Ordinary Shares representing 6.35% of the class (CUSIP G93Y7F122). The ownership is held indirectly through Harraden funds; shared voting and dispositive power of 822,831 shares is reported.
The filing lists Harraden Circle Investments, LLC; Harraden Circle Investors GP, LP; Harraden Circle Investors GP, LLC; Harraden Circle Investors, LP; Harraden Circle Special Opportunities, LP; Harraden Circle Strategic Investments, LP; Harraden Circle Concentrated, LP; and Frederick V. Fortmiller, Jr. as reporting persons. Signatures are dated 05/13/2026.
Vernal Capital Acquisition Corp. insider ownership is detailed in this Form 3 for Vernal One Ltd, which is identified as a ten percent owner. The filing reports that Vernal One Ltd holds 2,443,750 Ordinary Shares of Vernal Capital Acquisition Corp.
The footnote explains that Vernal One Ltd is a sponsor of the company and is the record holder of these securities. Jun Du is the sole member of Vernal One Ltd and has voting and investment discretion over the shares held by the sponsor.
Vernal Capital Acquisition Corp. director and officer Du Jun filed an initial ownership report showing indirect control over 2,443,750 Ordinary Shares. These shares are held of record by Vernal One Limited, described as a sponsor of the company, where Du Jun is the sole member with voting and investment discretion over the securities.