0001193125-26-215756
SEC filingGigCapital7 Corp. completed its domestication from the Cayman Islands to Delaware on May 8, 2026, changing its governing law and corporate documents while preserving all existing securities, rights, and operational continuity ahead of its planned business combination with Hadron Energy, Inc.
The domestication represents a foundational structural shift with high investor significance: it transitions GigCapital7 from a Cayman Islands exempted company — subject to offshore corporate law and governance frameworks — to a Delaware corporation governed by the DGCL, a jurisdiction with well-established precedent for shareholder rights, litigation, and merger mechanics. This change enables the subsequent Business Combination with Hadron Energy, Inc. under U.S. state law, facilitates compliance with Nasdaq listing requirements, and aligns corporate governance with U.S. public company norms. Critically, the filing confirms no dilution, no change in economic rights, and no operational disruption — all Existing Securities converted pari passu into Domesticated Securities, and the Domesticated Common Stock continues trading under ticker 'GIG'. The Certificate of Incorporation (Exhibit 3.1) introduces key governance features: dual-class voting (with Class B holding exclusive election rights for directors), non-redeemable Class B shares, and explicit provisions for Preferred Stock series creation by the Board. The automatic one-for-one conversion of Class B shares upon Business Combination — unadjusted for PIPE or other financings — preserves pre-combination ownership economics for Class B holders, a material term for SPAC investors. Because the domestication is a mandatory legal prerequisite to closing the Business Combination, its completion signals imminent progression toward the transaction’s consummation and the eventual rebranding to Hadron Energy, Inc.