Voyager Acquisition Corp. Files S-1 for IPO

TL;DR

Voyager Acquisition Corp. (a SPAC) just filed its S-1 for an IPO - watch for potential deals.

AI Summary

Voyager Acquisition Corp., a Cayman Islands-based blank check company, filed an S-1 registration statement with the SEC on June 18, 2024. The filing indicates the company is seeking to raise capital through an initial public offering, though specific dollar amounts and target dates are not detailed in this initial filing. The company's primary SIC code is 6770, associated with blank checks.

Why It Matters

This S-1 filing marks the initial step for Voyager Acquisition Corp. to go public, potentially leading to future mergers or acquisitions that could impact various industries.

Risk Assessment

Risk Level: medium — As a blank check company (SPAC), Voyager Acquisition Corp. has no operating history or revenue, and its success depends entirely on identifying and completing a suitable acquisition.

Key Numbers

• 33 — Public Document Count (Indicates the number of documents associated with this filing.)
• 333-280305 — SEC File Number (Unique identifier for this registration statement.)

Key Players & Entities

• Voyager Acquisition Corp. (company) — Registrant
• Cayman Islands (company) — Jurisdiction of incorporation
• 6770 (dollar_amount) — Primary Standard Industrial Classification Code Number (Blank Checks)
• Winston & Strawn LLP (company) — Legal counsel and agent for service
• Michael J. Blankenship (person) — Contact person at legal counsel
• Douglas S. Ellenoff (person) — Contact person at legal counsel
• Stuart Neuhau (person) — Contact person at legal counsel

FAQ

Key Financial Figures

• $261,000,000 — CT TO COMPLETION, DATED JUNE 18, 2024 $261,000,000 Voyager Acquisition Corp. 26,100,00
• $10.00 — ies. Each unit has an offering price of $10.00 and consists of one Class A ordinary sh
• $11.50 — ne Class A ordinary share at a price of $11.50 per share, subject to adjustment as des
• $1.00 — ivate placement warrants, at a price of $1.00 per warrant, for an aggregate purchase
• $7,220,000 — ant, for an aggregate purchase price of $7,220,000, in a private placement that will close
• $4,010,000 — rrants at a price of $1.00 per warrant ($4,010,000 in the aggregate) in a private placemen
• $295,399,800 — ing up to an aggregate of approximately $295,399,800 of the units in this offering at the of
• $0.20 — 9.35 $ 244,035,000 (1) Includes $0.20 per unit sold in the base offering, or
• $5,220,000 — per unit sold in the base offering, or $5,220,000 in the aggregate, is payable upon the c
• $0.45 — the closing of this offering. Includes $0.45 per unit sold in the base offering and
• $0.65 — per unit sold in the base offering and $0.65 per unit on units sold pursuant to the
• $11,745,000 — ptions to purchase additional units, or $11,745,000 in the aggregate or up to $14,289,750 i
• $14,289,750 — r $11,745,000 in the aggregate or up to $14,289,750 in the aggregate if the underwriters&rs
• $300,150,000 — ed in this prospectus, $261,000,000, or $300,150,000 if the underwriters’ over-allotme
• $100,000 — drawn to pay our income taxes and up to $100,000 of interest to pay dissolution expenses

Filing Documents

• voyageracq_s1.htm (S-1) — 1766KB
• voyageracq_ex3-1.htm (EX-3.1) — 344KB
• voyageracq_ex3-2.htm (EX-3.2) — 394KB
• voyageracq_ex4-1.htm (EX-4.1) — 32KB
• voyageracq_ex4-2.htm (EX-4.2) — 28KB
• voyageracq_ex4-4.htm (EX-4.4) — 178KB
• voyageracq_ex5-1.htm (EX-5.1) — 14KB
• voyageracq_ex5-2.htm (EX-5.2) — 55KB
• voyageracq_ex10-1.htm (EX-10.1) — 50KB
• voyageracq_ex10-2.htm (EX-10.2) — 93KB
• voyageracq_ex10-3.htm (EX-10.3) — 102KB
• voyageracq_ex10-4.htm (EX-10.4) — 47KB
• voyageracq_ex10-5.htm (EX-10.5) — 48KB
• voyageracq_ex10-6.htm (EX-10.6) — 53KB
• voyageracq_ex10-7.htm (EX-10.7) — 48KB
• voyageracq_ex10-8.htm (EX-10.8) — 101KB
• voyageracq_ex10-9.htm (EX-10.9) — 18KB
• voyageracq_ex10-10.htm (EX-10.10) — 20KB
• voyageracq_ex14-1.htm (EX-14.1) — 58KB
• voyageracq_ex23-3.htm (EX-23.3) — 3KB
• voyageracq_ex99-1.htm (EX-99.1) — 45KB
• voyageracq_ex99-2.htm (EX-99.2) — 45KB
• voyageracq_ex99-3.htm (EX-99.3) — 3KB
• voyageracq_ex99-4.htm (EX-99.4) — 3KB
• voyageracq_ex99-5.htm (EX-99.5) — 3KB
• voyageracq_ex99-6.htm (EX-99.6) — 3KB
• voyageracq_ex99-7.htm (EX-99.7) — 3KB
• voyageracq_ex99-8.htm (EX-99.8) — 3KB
• voyageracq_ex107.htm (EX-FILING FEES) — 29KB
• ex3-1_002.jpg (GRAPHIC) — 81KB
• ex3-1_001.jpg (GRAPHIC) — 46KB
• ex5-2_001.jpg (GRAPHIC) — 6KB
• ex3-2_001.jpg (GRAPHIC) — 65KB
• 0001829126-24-004306.txt ( ) — 3863KB

RISK FACTORS

RISK FACTORS 31 CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS 77

USE OF PROCEEDS

USE OF PROCEEDS 78 DIVIDEND POLICY 81

DILUTION

DILUTION 82 CAPITALIZATION 84 MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS 85 PROPOSED BUSINESS 91 MANAGEMENT 115 PRINCIPAL SHAREHOLDERS 126 CERTAIN RELATIONSHIPS AND RELATED PARTY TRANSACTIONS 130

DESCRIPTION OF SECURITIES

DESCRIPTION OF SECURITIES 132 TAXATION 153

UNDERWRITING

UNDERWRITING 165 LEGAL MATTERS 176 EXPERTS 176 WHERE YOU CAN FIND ADDITIONAL INFORMATION 176 We are responsible for the information contained in this prospectus. We have not authorized anyone to provide you with different information, and we take no responsibility for any other information others may give to you. We are not, and the underwriters are not, making an offer to sell securities in any jurisdiction where the offer or sale is not permitted. You should not assume that the information contained in this prospectus is accurate as of any date other than the date on the front of this prospectus. i Table of Contents trademarks This prospectus contains references to trademarks and service marks belonging to other entities. Solely for convenience, trademarks and trade names referred to in this prospectus may appear without the ® or ™ symbols, but such references are not intended to indicate, in any way, that the applicable licensor will not assert, to the fullest extent under applicable law, its rights to these trademarks and trade names. We do not intend our use or display of other companies’ trade names, trademarks or service marks to imply a relationship with, or endorsement or sponsorship of us by, any other companies. ii Table of Contents summary This summary only highlights the more detailed information appearing elsewhere in this prospectus. As this is a summary, it does not contain all of the information that you should consider in making an investment decision. You should read this entire prospectus carefully, including the information under “Risk Factors” and our financial statements and the related notes included elsewhere in this prospectus, before investing. Unless otherwise stated in this prospectus or the context otherwise requires, references to: “amended and restated memorandum and articles of association” refers to the amended and restated memorandum and articles of associati

View Full Filing

View this S-1 filing on SEC EDGAR