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1RT Acquisition Corp.

1RT Acquisition Corp. is a special purpose acquisition company (SPAC) incorporated in the Cayman Islands on December 13, 2024 and listed in the U.S. capital markets to pursue an initial business combination. The company raised cash in its July 3, 2025 IPO and holds the proceeds in a trust account invested in marketable securities, generating interest income while it searches for a target. It has no operating business and does not expect operating revenues until it completes a merger, share exchange, asset acquisition, or similar transaction. Ongoing activities are primarily public company compliance, target screening, and due diligence funded by the trust interest and sponsor support arrangements.

Operating profit (EBIT)-0.5m USD
Net income2.9m USD

Fiscal year 2025 · change from previous year

Development 2025–2025

-0.5-0.4-0.3-0.2-0.10.0m USD2025: EBIT -0.47 m USD2025-0.47
RevenueOperating profit (EBIT)

Business

Share of revenue
SPAC capital structure (Units, shares and warrants)0 %

Public Units and related equity/warrant instruments used to raise capital and provide investor participation in a future business combination.

Trust account investment income100 %

Interest income earned on marketable securities held in the trust account prior to completing a business combination.

Transaction sourcing and due diligence0 %

Target identification, evaluation, and deal execution activities to consummate an initial business combination.

Customers

As a pre-combination SPAC, 1RT Acquisition Corp. does not have customers in the traditional sense because it has no operating products or services. Its primary capital providers are public investors who purchased IPO Units and counterparties who purchased private placement warrants, providing funding for a future acquisition. The Sponsor (1RT Acquisition Sponsor LLC) is economically central through founder shares, warrant purchases, and ongoing support arrangements. The most important future “customer” relationship is the operating target company that agrees to merge with 1RT, since completing a business combination is the core value-creation event for investors.

Public SPAC investors

Buy IPO Units to gain exposure to a future business combination with redemption and warrant upside features.

Sponsor and affiliates

Provide initial capitalization, purchase private placement warrants, and support ongoing operating costs while pursuing a deal.

Target company (business combination counterparty)

Engages in a merger or similar transaction to access the SPAC’s cash in trust and public listing pathway.

Capital markets intermediaries

Underwriters, placement participants, and professional advisers engaged for IPO execution, compliance, and M&A diligence.

Strategy

The company’s strategy is to identify and consummate an initial business combination using cash held in trust from the IPO and proceeds from private placement warrants, supplemented by equity and/or debt if needed. Near-term priorities are maintaining public company readiness, controlling burn, and running a disciplined target search and diligence process. Because the SPAC has a finite window to complete a transaction, execution speed and deal certainty are key strategic constraints. Post-merger value creation will depend on selecting a target with a credible growth and capital markets narrative that can perform under public scrutiny.

Complete an initial business combinationShort term

The SPAC has no operating business; value realization depends on closing a transaction before liquidation.

Maintain compliance and cost discipline while searchingShort term

Ongoing legal, audit, and reporting costs can erode resources and distract management during the search period.

Structure financing to support deal certaintyMedium term

Redemptions and market conditions can reduce available cash, requiring alternative funding sources to close.

Geography

1RT Acquisition Corp. is organized in the Cayman Islands but operates as a U.S.-listed SPAC with capital raised from U.S. public markets. Its activities are largely location-light and centered on corporate governance, SEC reporting, and transaction sourcing rather than physical operations or manufacturing. The geographic footprint will ultimately be determined by the location of the acquisition target and any cross-border regulatory approvals required to close a deal. Until a business combination occurs, geographic exposure is mainly to U.S. capital markets conditions and global macro factors that can affect dealmaking and investor risk appetite.

Risks

The dominant company-specific risk is failure to consummate an initial business combination, which could lead to liquidation and limit investor upside to trust value. Results and deal execution are sensitive to financial market volatility and macro conditions cited by the company, including inflation, interest-rate moves, tariffs, supply chain disruptions, and geopolitical instability (e.g., conflicts in Ukraine and the Middle East) that can reduce risk appetite and M&A activity. The SPAC structure also faces redemption risk, where high redemptions can leave insufficient cash to meet deal terms or growth plans of the target. Finally, as a newly public entity with limited operations, the company is exposed to regulatory, legal, and reputational risks around disclosures, due diligence quality, and sponsor-related conflicts of interest.

Sorted by severity
Failure to consummate an initial business combinationCritical

The company has no operating revenues and exists to complete a transaction; failure can result in liquidation.

Macroeconomic and financial market volatility impacting deal executionHigh

Downturns, inflation, interest-rate changes, tariffs, supply chain disruptions, and geopolitical instability can reduce target availability and financing certainty.

Exposure: Global capital markets and M&A environment

Accounting

Judgemental items
Class A ordinary shares subject to possible redemption

Redemption features can require mezzanine equity classification, affecting equity, EPS, and comparability across SPACs.

Impact: Balance sheet presentation and per-share metrics

Fair value and classification of warrants (public and private placement)

Depending on contractual terms, warrants may be liabilities measured at fair value with changes through earnings.

Impact: Non-cash income statement volatility and valuation sensitivity

Trust account investment income recognition

Pre-combination results are largely interest income on marketable securities, sensitive to rates and trust holdings.

Impact: Quarter-to-quarter earnings variability

Publicly listed companies with a comparable business focus.

Last updated: 24/09/2026