PECEU · Peace Acquisition Corp Ordinary Shares

Peace Acquisition Corp. is a newly formed Special Purpose Acquisition Company (SPAC) incorporated in the Cayman Islands, designed solely to raise capital through an initial public offering (IPO) to acquire or merge with an existing operating business. The registration statement outlines a proposed offering of 6,000,000 units priced at $10.00 per unit, aiming for gross proceeds of $60 million. Each unit comprises one ordinary share, one right entitling the holder to receive one-fifth of an ordinary share upon a business combination, and one redeemable warrant exercisable at $11.50 per share. EarlyBirdCapital, Inc. is acting as the underwriter, holding a 45-day over-allotment option for up to 900,000 additional units.

The financial structure follows standard SPAC conventions. The sponsors, Casper Holding LP and Baystar Holding Group Limited, acquired 2,300,000 founder shares for a nominal $25,000, establishing significant insider ownership at a low cost basis. Up to 300,000 of these shares are subject to forfeiture depending on the exercise of the over-allotment option. Concurrent with the IPO, the sponsors and EarlyBirdCapital have agreed to purchase 262,500 private units at $10.00 each in a private placement, providing additional capital to the trust account. The trust account will hold $10.05 per public unit sold, ensuring funds are available for redemptions if a business combination is not consummated or if shareholders vote against a proposed transaction.

Management is led by Fangping Zheng as Chief Executive Officer and Dan (Cathy) Jiang as Chief Financial Officer. The company has entered into standard SPAC agreements, including a trust agreement with Continental Stock Transfer & Trust Company and indemnification agreements for officers and directors. Estimated offering expenses, excluding underwriting commissions, are $725,000, covering legal, accounting, and Nasdaq listing fees. The company intends to list its units on Nasdaq. As a shell company with no operations, the primary risk for investors is the uncertainty surrounding the identification and completion of a target acquisition, as well as the potential dilution from the rights and warrants included in the units.