Monitor for the effective date and pricing of the IPO. Track subsequent S-1 amendments for further term adjustments. The reduction from $265M to $200M suggests softening demand or market conditions for SPAC IPOs.
Executive Summary
Hall Chadwick Acquisition Corp II (HCAX) filed Amendment No. 3 to its S-1 registration statement for a SPAC IPO, reducing the offering size from $265 million to $200 million (20,000,000 units at $10.00 each). Each unit consists of one Class A ordinary share and one-half warrant exercisable at $11.50 per share. The sponsor and underwriters will purchase 7,100,000 private placement warrants at $1.00 each. Net proceeds of approximately $202 million will be placed in a trust account to fund a future business combination targeting critical materials, infrastructure, and defense-aligned technology sectors.
Key Financial Metrics
Key Facts
- Offering reduced from $265M to $200M (20M units at $10.00 each)
- Each unit: 1 Class A ordinary share + 1/2 warrant ($11.50 exercise price)
- Sponsor to purchase 4.6M private placement warrants at $1.00 each ($4.6M)
- Underwriters to purchase 2.5M private placement warrants at $1.00 each ($2.5M)
- ~$202M to be deposited in trust account ($10.10 per share)
- 18-month deadline to complete initial business combination
- Target sectors: critical materials, infrastructure, defense-aligned technology
- CEO Alex Bono previously served on SPAC that liquidated without completing a business combination
Financial Impact
$200M gross IPO proceeds; $202M in trust account; sponsor invested $4.625M total ($25K for founder shares + $4.6M for warrants)
Risk Factors
- No target selected; may fail to complete business combination within 18 months
- Sponsor paid nominal $0.002 per founder share, creating misaligned incentives
- CEO's prior SPAC (FATP) liquidated without completing a business combination
- Working capital deficiency of $46,094 as of June 30, 2026
- Potential CFIUS review risk due to non-U.S. sponsor control
Documents Analyzed
This report is based on 2 SEC documents filed with EDGAR.
| Document | Accession Number |
|---|---|
| S-1/A Filing (Primary) | 0001829126-26-011094 |
| Document: hallchadwickacq2_ex1-1.htm | 0001829126-26-011094 |
Filters
| Type | Now | ||||
|---|---|---|---|---|---|
Oct 13, 2026 13d ago | S-1/A | — | awaiting T+20 | — | — |
Aug 4, 2026 11w ago | S-1/A | — | awaiting T+20 | — | — |
US Market Status
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