K2 Capital Acquisition Corporation completed its initial public offering by selling 13.8 million units at $10.00 apiece, bringing in $138 million in total proceeds. The final size of the offering reflects the full exercise of the underwriters' option to purchase an extra 1.8 million units.
Each offered unit is made up of one Class A ordinary share plus one right to receive one-fifth of one Class A ordinary share contingent on the closing of the company's initial business combination. The units started trading on NASDAQ under the ticker symbol "KTWOU" on January 29. The company has also listed its Class A ordinary shares and the rights separately under the symbols "KTWO" and "KTWOR," respectively.
D. Boral Capital acted as the sole book-running manager for the offering. The Securities and Exchange Commission declared the registration statement effective on January 28, clearing the way for the deal to proceed to market.
K2 Capital Acquisition Corporation is structured as a special purpose acquisition company established to pursue mergers, acquisitions or similar business combinations with other businesses. As of the closing of the offering, the company has not identified a target for its initial business combination.
Legal and advisory roles on the transaction were disclosed: Loeb & Loeb LLP provided legal counsel to K2 Capital Acquisition Corporation, while Freshfields US LLP served as legal adviser to D. Boral Capital in connection with the offering.
Context and structure
- The offering sold 13.8 million units at $10.00 per unit, raising $138 million in gross proceeds.
- The underwriters' option to purchase an additional 1.8 million units was exercised in full.
- Each unit consists of one Class A ordinary share and one right to one-fifth of a Class A ordinary share, exercisable upon completion of the company’s initial business combination.
- Units and component securities trade on NASDAQ under the symbols KTWOU, KTWO and KTWOR. The units began trading on January 29, and the registration statement was declared effective by the SEC on January 28.
This transaction leaves K2 Capital positioned as a newly capitalized SPAC, with professional advisers and a sole book-running manager in place. The company’s next steps will depend on identifying and negotiating a suitable initial business combination, which has not yet been announced.