UY Scuti Acquisition Corp. Files S-1 for Public Offering
Ticker: UYSCU · Form: S-1 · Filed: Feb 11, 2025 · CIK: 2036973
| Field | Detail |
|---|---|
| Company | Uy Scuti Acquisition Corp. (UYSCU) |
| Form Type | S-1 |
| Filed Date | Feb 11, 2025 |
| Risk Level | medium |
| Pages | 15 |
| Reading Time | 18 min |
| Key Dollar Amounts | $50,000,000, $10.00, $100,000, $500,000, $575,000 |
| Sentiment | neutral |
Sentiment: neutral
Topics: spac, s-1, ipo
TL;DR
UY Scuti Acquisition Corp. just filed an S-1, looks like they're going public soon.
AI Summary
UY Scuti Acquisition Corp. filed an S-1 registration statement on February 10, 2025, for a proposed public offering. The company, incorporated in the Cayman Islands, is a blank check company with its principal executive offices located at 39 E Broadway, Suite 603, New York, NY 10002. The filing indicates a fiscal year end of March 31.
Why It Matters
This S-1 filing signals UY Scuti Acquisition Corp.'s intention to raise capital through a public offering, which could lead to future acquisitions or business combinations.
Risk Assessment
Risk Level: medium — As a blank check company (SPAC), UY Scuti Acquisition Corp. has no specific business operations yet, and its success depends entirely on identifying and completing a future acquisition.
Key Numbers
- 333-284815 — SEC File Number (Identifies this specific registration statement with the SEC.)
- 0331 — Fiscal Year End (Indicates the end of the company's annual accounting period.)
Key Players & Entities
- UY Scuti Acquisition Corp. (company) — Registrant
- Cayman Islands (jurisdiction) — State of incorporation
- February 10, 2025 (date) — Filing date
- 39 E Broadway, Suite 603 New York, NY 10002 (address) — Principal executive offices
- Puglisi & Associates (company) — Agent for service
- Becker & Poliakoff, P.A. (company) — Legal counsel
- Loeb & Loeb LLP (company) — Legal counsel
FAQ
What is the primary purpose of this S-1 filing?
The S-1 filing is a registration statement required by the SEC for UY Scuti Acquisition Corp. to offer its securities to the public.
When was this S-1 filing submitted to the SEC?
The S-1 was filed with the Securities and Exchange Commission on February 10, 2025.
Where are UY Scuti Acquisition Corp.'s principal executive offices located?
The company's principal executive offices are located at 39 E Broadway, Suite 603, New York, NY 10002.
What type of company is UY Scuti Acquisition Corp. based on its SIC code?
Based on its SIC code [6770], UY Scuti Acquisition Corp. is classified as a 'BLANK CHECKS' company, indicating it is a special purpose acquisition company (SPAC).
Who is listed as the agent for service for UY Scuti Acquisition Corp.?
Puglisi & Associates, located at 850 Library Ave., Suite 204, Newark, Delaware 19711, is listed as the agent for service.
Filing Stats: 4,605 words · 18 min read · ~15 pages · Grade level 16.4 · Accepted 2025-02-11 06:15:45
Key Financial Figures
- $50,000,000 — O COMPLETION, DATED FEBRUARY 10, 2025 $50,000,000 UY Scuti Acquisition Corp. 5,000,00
- $10.00 — ies. Each unit has an offering price of $10.00 and consists of one ordinary share and
- $100,000 — account, including interest (less up to $100,000 of interest to pay dissolution expenses
- $500,000 — ne, must deposit into the trust account $500,000, or up to $575,000 if the underwriters&
- $575,000 — to the trust account $500,000, or up to $575,000 if the underwriters’ over-allotme
- $0.10 — -allotment option is exercised in full ($0.10 per share in either case) on or prior t
- $1,000,000 — nth extension (or up to an aggregate of $1,000,000 (or $ 1,150,000 if the underwriters&rsq
- $0.20 — otment option is exercised in full), or $0.20 per share if we extend for the full six
- $2,275,000 — unit for an aggregate purchase price of $2,275,000 (or $2,408,480) if the over-allotment o
- $2,408,480 — regate purchase price of $2,275,000 (or $2,408,480) if the over-allotment option is exerci
- $25,000 — is exercised) which were purchased for $25,000. In addition, if our sponsor makes any
- $1,500,000 — makes any working capital loans, up to $1,500,000 of such loans may be converted into uni
- $2,300,000 — ill have invested in us an aggregate of $2,300,000, comprised of the $25,000 purchase pric
- $0.02 — or the founder shares (or approximately $0.02 per share) and the $2,275,000 purchase
- $10,000 — affiliate of our sponsor of a total of $10,000 per month for office space, administrat
Filing Documents
- uyscuti_s1.htm (S-1) — 2834KB
- uyscuti_ex1-1.htm (EX-1.1) — 255KB
- uyscuti_ex3-1.htm (EX-3.1) — 265KB
- uyscuti_ex4-1.htm (EX-4.1) — 24KB
- uyscuti_ex4-2.htm (EX-4.2) — 22KB
- uyscuti_ex4-3.htm (EX-4.3) — 23KB
- uyscuti_ex4-4.htm (EX-4.4) — 68KB
- uyscuti_ex10-1.htm (EX-10.1) — 28KB
- uyscuti_ex10-2.htm (EX-10.2) — 41KB
- uyscuti_ex10-3.htm (EX-10.3) — 114KB
- uyscuti_ex10-4.htm (EX-10.4) — 89KB
- uyscuti_ex10-5.htm (EX-10.5) — 51KB
- uyscuti_ex10-6.htm (EX-10.6) — 51KB
- uyscuti_ex10-7.htm (EX-10.7) — 54KB
- uyscuti_ex10-8.htm (EX-10.8) — 126KB
- uyscuti_ex10-9.htm (EX-10.9) — 12KB
- uyscuti_ex10-10.htm (EX-10.10) — 74KB
- uyscuti_ex14.htm (EX-14) — 41KB
- uyscuti_ex23-1.htm (EX-23.1) — 4KB
- uyscuti_ex96-1.htm (EX-96.1) — 47KB
- uyscuti_ex99-1.htm (EX-99.1) — 26KB
- uyscuti_ex99-2.htm (EX-99.2) — 22KB
- uyscuti_ex99-3.htm (EX-99.3) — 39KB
- uyscuti_ex107.htm (EX-FILING FEES) — 79KB
- img_001.jpg (GRAPHIC) — 7KB
- img_002.jpg (GRAPHIC) — 2KB
- img_003.jpg (GRAPHIC) — 5KB
- 0001829126-25-000850.txt ( ) — 4409KB
From the Filing
As filed with the Securities and Exchange Commission on February 10, 2025. Registration No. 333-[*] UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 UY Scuti Acquisition Corp. (Exact name of registrant as specified in its charter) Cayman Islands 6770 N/A (State or other jurisdiction of incorporation or organization) (Primary Standard Industrial Classification Code Number) (I.R.S. Employer Identification Number) 39 E Broadway, Suite 603 New York, NY 10002 (412)-947-0514 (Address, including zip code, and telephone number, including area code, of registrant's principal executive offices) Puglisi & Associates 850 Library Ave., Suite 204 Newark, Delaware 19711 (302) 738-6680 (Name, address, including zip code, and telephone number, including area code, of agent for service) Copies to: Bill Huo, Esq. Michael Goldstein, Esq. Becker & Poliakoff, P.A. 45 Broadway, 17 th Floor New York, NY 10006 (212) 599-3322 Mitchell S. Nussbaum, Esq. David J. Levine, Esq. Loeb & Loeb LLP 345 Park Avenue New York, NY, 10154 (212) 407-4000 Approximate date of commencement of proposed sale to the public: As soon as practicable after the effective date of this registration statement. If any of the securities being registered on this Form are to be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act of 1933 check the following box. If this Form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, please check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. If this Form is a post-effective amendment filed pursuant to Rule 462(c) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. If this Form is a post-effective amendment filed pursuant to Rule 462(d) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act. Large accelerated filer Accelerated filer Non-accelerated filer Smaller reporting company Emerging growth company If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 7(a)(2)(B) of the Securities Act. The Registrant hereby amends this Registration Statement on such date or dates as may be necessary to delay its effective date until the Registrant shall file a further amendment which specifically states that this Registration Statement shall thereafter become effective in accordance with Section 8(a) of the Securities Act of 1933, as amended, or until the Registration Statement shall become effective on such date as the Securities and Exchange Commission, acting pursuant to said Section 8(a), may determine. Table of contents The information in this prospectus is not complete and may be changed. We may not sell these securities until the registration statement filed with the Securities and Exchange Commission is effective. This prospectus is not an offer to sell these securities and it is not soliciting an offer to buy these securities in any jurisdiction where the offer or sale is not permitted. PRELIMINARY PROSPECTUS - SUBJECT TO COMPLETION, DATED FEBRUARY 10, 2025 $50,000,000 UY Scuti Acquisition Corp. 5,000,000 Units UY Scuti Acquisition Corp. is a blank check company incorporated as a Cayman Islands exempted company and formed for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses, which we refer to throughout this prospectus as our initial business combination. We have not selected any specific business combination target and we have not, nor has anyone on our behalf, initiated any substantive discussions, directly or indirectly, with any business combination target. We intend to focus our search initially on target businesses operating in Asia, and we may consummate a business combination with an entity located in the People's Republic of China (including Hong Kong and Macau) (the "PRC" or "China"). We will not consider or undertake an initial business combination with any target company the finan