Two Blank Checks Test the Appetite for SPACs

On Tuesday, two filings landed with the Securities and Exchange Commission a few hours apart, each asking the same question in a different size.

Apex Treasury Corp II, a blank check company, registered to raise up to 250 million dollars by selling 25 million units at 10 dollars each on the Nasdaq under the ticker APTTU. Each unit carries a third of a warrant, the trust will not be overfunded, and the company has kept its deadline for finding a target at 24 months. It says it will look at AI infrastructure, energy, defence, space, fintech and materials businesses, according to the registration statement.

EuroSPAC Acquisition filed to raise up to 125 million dollars, offering 12.5 million units at 10 dollars, each with half a warrant exercisable at 11.50 dollars. It is led by Aristides Pittas, the longtime chief executive of the containership owner Euroseas, and by Anastasios Aslidis, the shipping company’s finance chief. The Marousi, Greece-based vehicle will hunt for targets in maritime, transportation, energy transition and industrial technology at enterprise values of roughly 500 million dollars to 2 billion dollars. Cohen & Company Securities is the sole bookrunner on the deal.

Neither company has a business yet. Both have a sponsor, a trust account and a clock, and the terms they chose say as much about the market as the prospectuses do.

Blank check issuance has rebuilt itself on smaller numbers than its last boom. According to SEC staff statistics compiled by researchers at Axis Intelligence, blank checks priced 118 of the 208 American initial public offerings in the first half of 2026, a 57% share by count, but raised only 20.8 billion dollars, or about 15% of total IPO proceeds. The gap between those two figures is the size of the average deal: 176 million dollars so far this year, down from 211 million dollars in 2025, and far below the 2021 vintage when 613 blank checks came to market.

The pipeline has also outrun the exits. For every completed merger with a target company, 6.56 new blank checks came to market in the same period, a ratio that means most sponsors are still looking for something to buy, and that investors who redeem at the first opportunity will keep draining trusts before transactions close.

That arithmetic explains the terms on Tuesday’s filings. A third of a warrant and an unboosted trust are conservative by 2021 standards, when sponsors routinely sweetened the trust and shortened deadlines to win allocations. They matter because a SPAC’s economics are settled at the redemption window: shareholders can vote for a deal and still take their money back, at roughly 10 dollars plus interest, leaving the merged company with the obligation and none of the cash. Sponsors who cannot persuade holders to stay are financing their targets with their own balance sheets.

The two filings also show how the target hunt has narrowed. Apex Treasury’s first vehicle, which listed in 2019, signed a business combination agreement in July with TECfusions, a developer of AI-ready data centres and power infrastructure, at a pre-money equity value of 4 billion dollars and with a 35 million dollar PIPE priced at 10 dollars a share, according to the merger documents. The second Apex vehicle is staying in the same neighbourhood, listing AI infrastructure first among its sectors. Analysts who follow blank checks said the shift reflects where sponsors believe growth stories can still be sold to public investors after three years in which the easy targets were taken.

EuroSPAC is making the opposite bet, on a sponsor’s operating knowledge. Mr. Pittas has run a listed containership company through a full freight cycle, which gives his vehicle a plausible claim to judge maritime and energy-transition assets that most financial sponsors would need to learn. Shipping sits outside the sectors that dominated the last two years of listings, and outside the credit markets that finance them, which is either the reason the deal can succeed or the reason it will struggle to attract a broad book.

The structure of the market has changed since the last boom, and the rulebook changed with it. The Securities and Exchange Commission adopted rules in early 2024 that tightened disclosure on sponsors’ compensation and conflicts and removed the liability protection that had allowed blank check companies to publish growth projections with less exposure than a company going public through a traditional offering. Sponsors responded by promising less and structuring smaller deals, which is visible in the terms: fewer shares issued with each unit, less pressure on the trust, longer windows before a target must be found.

Demand returned for reasons of its own. With rates expected to ease and ordinary initial offerings still concentrated in a narrow band of technology and healthcare names, blank checks offer investors a liquid instrument with a known downside and a claim on an acquisition announced later. Sponsors, meanwhile, advertise access to sectors where private valuations have drifted above what public markets will pay, which is where the AI infrastructure language in Apex Treasury’s filing comes from.

What neither filing can guarantee is the money. A filing is a registration, not a commitment, and the average SPAC that prices in this market is smaller than the one before it. In practice the differentiator has become the sponsor rather than the sector: teams that have closed a merger and returned capital are pricing deals now, and first-time sponsors are not, two people who arrange such offerings said.

The next scheduled event for both companies is a pricing date, and the test after that arrives months later, when shareholders decide whether to follow the sponsor into a merger or take their 10 dollars back. Two deals cannot settle what happens to a market of more than a hundred vehicles. They can show whether the money that returned to the asset class this year is patient enough to sit through a deal.

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