IACQ · Irenic Acquisition Corp.

Irenic Acquisition Corp. is a newly organized blank check company, or Special Purpose Acquisition Company (SPAC), incorporated in the Cayman Islands and headquartered in New York, NY. The company's sole business purpose is to effect a merger, share exchange, asset acquisition, share purchase, reorganization, or similar business combination with one or more businesses. As a SPAC, the company has no current operations or revenues and its value proposition rests entirely on the ability of its management team to identify and acquire a promising target company.

The proposed initial public offering involves 22,000,000 units priced at $10.00 per unit, for total gross proceeds of $220,000,000. Each unit consists of one Class A ordinary share and one-third of one redeemable warrant, with whole warrants exercisable at $11.50 per share. The underwriters, led by Jefferies LLC, hold an over-allotment option to purchase up to an additional 3,300,000 units. The company has secured a forward purchase agreement with Irenic Capital Evergreen Master Fund LP, which has committed to purchase $50,000,000 of units concurrently with the closing of the initial business combination, providing additional capital certainty for a future transaction.

The capital structure features a sponsor, Irenic Sponsor, LLC, which acquired 6,325,000 founder shares for approximately $25,000 prior to the offering. Following a potential surrender of shares to adjust for the offering size, the sponsor is expected to hold 5,500,000 shares, representing 20% ownership of the post-offering shares (excluding private placement shares). The sponsor and underwriters have also committed to purchase 640,000 private placement units at $10.00 per unit in a simultaneous private placement, providing additional capital to the trust. The company has 24 months from the closing of the IPO to consummate a business combination. If unsuccessful, the company will liquidate and return the funds held in the trust account to public shareholders. Key risks include the speculative nature of SPACs, dependence on the management team's ability to source and execute a transaction, and potential dilution from the founder shares and private placement warrants.