PAAC 10-K & 10-Q changes, risk factors and insider trading
Proem Acquisition Corp. I (also PAACU, PAACW) · Nasdaq · Blank Checks · CIK 2087446 · All filings on SEC.gov
At a glance
What changed in the latest 10-K
Comparison not available: Not available: fewer than two 10-K filings on EDGAR to compare (only one so far)..
What changed in the latest 10-Q
Risk Factors
As smaller reporting company we are not required to make disclosures under this Item.
No wording changes found in this section.
Full comparison: every changed paragraph (0)
Management's Discussion & Analysis (MD&A)
Largest changes
For thesee in full comparisonthreesix months endedMarchJune31,30, 2026, cash used in operating activities was$743,991.$851,856. Net income of$439,599$1,427,522 was affected by general and administrative costs paid through promissory note-related party of $9,880, offset by interest earned on investments held in the Trust Account of$546,763.$1,709,599 and change in fair value of overallotment liability of $121,300. Changes in operating assets and liabilities used$525,407$458,359 of cash for operating activities.
“For the six months ended June 30, 2026, we had a net income of $1,427,522, which consists of interest earned on investment held in trust account of $1,709,599 and change in fair value of overallotment liability of $121,300, partially offset by general and administrative expense of $403,377.”see in full comparison
For the three months endedsee in full comparisonMarchJune31,30, 2026, we had a net income of$439,599,$987,923, which consists of interest earned on investment held in trust account of$546,763$1,162,836 andchange in fair value of overallotment liability of $121,300, partiallyoffset by general and administrative expense of$228,464.$174,913.
As ofsee in full comparisonMarchJune31,30, 2026, we had investments held in the Trust Account of$130,546,763$131,709,599 (including$152,923$1,709,599 of interest income). We intend to use substantially all of the funds held in the Trust Account, including any amounts representing interest earned on the Trust Account (less income taxes payable), to complete our business combination. To the extent that our share capital or debt is used, in whole or in part, as consideration to complete our business combination, the remaining proceeds held in the Trust Account will be used as working capital to finance the operations of the target business or businesses, make other acquisitions and pursue our growth strategies.
Until the consummation of the Initial Public Offering, our only source of liquidity was an initial purchase of Class B ordinary shares, par value $0.0001 per share, by the Sponsor and loans from the Sponsor. As ofsee in full comparisonMarchJune31,30, 2026, we had$744,218$636,353 in cash and working capital surplus of$962,523.$855,110.
Full comparison: every changed paragraph (9)
For the three months ended MarchJune 31,30, 2026, we
had a net income of $439,599,$987,923, which consists of interest earned on investment held in trust account of $546,763$1,162,836 and change in fair value
of overallotment liability of $121,300, partially offset by general and administrative expense of $228,464.$174,913.
For the six months ended June 30, 2026, we had a net income of $1,427,522, which consists of interest earned on investment held in trust account of $1,709,599 and change in fair value of overallotment liability of $121,300, partially offset by general and administrative expense of $403,377.
Until the consummation of the Initial Public Offering, our only source
of liquidity was an initial purchase of Class B ordinary shares, par value $0.0001 per share, by the Sponsor and loans from the Sponsor.
As of MarchJune 31,30, 2026, we had $744,218$636,353 in cash and working capital surplus of $962,523.$855,110.
For the threesix months ended MarchJune 31,30, 2026, cash
used in operating activities was $743,991.$851,856. Net income of $439,599$1,427,522 was affected by general and administrative costs paid through promissory note-related party of $9,880, offset by interest earned on investments held in the Trust Account
of $546,763.$1,709,599 and change in fair value of overallotment liability of $121,300. Changes in operating assets and liabilities used $525,407$458,359 of cash for operating activities.
As of MarchJune 31,30, 2026, we had investments held
in the Trust Account of $130,546,763$131,709,599 (including $152,923$1,709,599 of interest income). We intend to use substantially all of the funds held in
the Trust Account, including any amounts representing interest earned on the Trust Account (less income taxes payable), to complete our
business combination. To the extent that our share capital or debt is used, in whole or in part, as consideration to complete our business
combination, the remaining proceeds held in the Trust Account will be used as working capital to finance the operations of the target
business or businesses, make other acquisitions and pursue our growth strategies.
As of MarchJune 31,30, 2026, we had cash of $744,218.
$636,353. We intend to use the funds held outside the Trust Account primarily to identify and evaluate target businesses, perform business due diligence
on prospective target businesses, travel to and from the offices, plants or similar locations of prospective target businesses or their
representatives or owners, review corporate documents and material agreements of prospective target businesses, and structure, negotiate
and complete a business combination.
We have no obligations, assets or liabilities,
which would be considered off-balance sheet arrangements as of MarchJune 31,30, 2026. We do not participate in transactions that create relationships
with unconsolidated entities or financial partnerships, often referred to as variable interest entities, which would have been established
for the purpose of facilitating off-balance sheet arrangements. We have not entered into any off-balance sheet financing arrangements,
established any special purpose entities, guaranteed any debt or commitments of other entities, or purchased any non-financial assets.
The preparation of unaudited condensed financial
statements and related disclosures in conformity with GAAP requires Management to make estimates and assumptions that affect the reported
amounts of assets and liabilities, income and expenses, and the disclosure of contingent assets and liabilities, in our financial statements.
These accounting estimates require the use of assumptions about matters, some of which are highly uncertain at the time of estimation.
Management bases its estimates on historical experience and on various other assumptions it believes to be reasonable under the circumstances,
the results of which form the basis for making judgments, and we evaluate these estimates on an ongoing basis. To the extent actual experience
differs from the assumptions used, our financial statements and notes thereto included elsewhere in this Report could be materially affected.
We believe that the following accounting policies involve a higher degree of judgment and complexity. As of MarchJune 31,30, 2026, we did not
have any critical accounting estimates to be disclosed.
The Public Shares contain a redemption feature
which allows for the redemption of such Public Shares in connection with the Company’s liquidation, or if there is a shareholder
vote or tender offer in connection with the Company’s initial Business Combination. In accordance with ASC 480-10-S99, the Company
classifies Public Shares subject to possible redemption outside of permanent equity as the redemption provisions are not solely within
the control of the Company. The Company recognizes changes in redemption value immediately as they occur and will adjust the carrying
value of redeemable shares to equal the redemption value at the end of each reporting period. Immediately upon the closing of the Initial
Public Offering, the Company recognized the accretion from initial book value to redemption value. The change in the carrying value of
redeemable shares will result in charges against additional paid-in capital (to the extent available) and accumulated deficit. Accordingly,
as of MarchJune 31.30, 2026, ordinary shares subject to possible redemption are presented at redemption value as temporary equity, outside of
the shareholders’ deficit section of the Company’s unaudited condensed balance sheet.
PAAC insider buying and selling (Form 4)
Since 2026-04-11, insiders reported open-market purchases in 0 Form 4 filings and open-market sales in 0 filings. Totals add up every open-market (code P and S) line in those filings, using the prices reported in the filings. Awards, option exercises, tax withholding and gifts are listed below but not counted.
No Form 4 stock transactions in this period.
Well-known investors holding PAAC (13F)
| Investor | Quarter | Shares | Reported value | % of their 13F | Change vs prior quarter |
|---|---|---|---|---|---|
| Millennium Management (Israel Englander) | 2026-06-30 | 843,500 | $8.4M | — | Sold out |
| Millennium Management (Israel Englander) | 2026-06-30 | 843,500 | $8.4M | 0.01% | New position |
| D. E. Shaw & Co. | 2026-06-30 | 300,000 | $3.0M | — | Sold out |
| D. E. Shaw & Co. | 2026-06-30 | 300,860 | $3.0M | 0.0% | New position |
| Two Sigma Investments | 2026-06-30 | 235,624 | $2.4M | — | Sold out |
| Two Sigma Investments | 2026-06-30 | 235,624 | $2.3M | 0.0% | New position |
| D. E. Shaw & Co. | 2026-06-30 | 150,000 | $57.9K | 0.0% | New position |