SUMA Acquisition Corporation Releases Audited Financial Statement Following IPO

Key Points:

• SUMA Acquisition Corporation, a Cayman Islands incorporated blank check company, completed its Initial Public Offering (IPO) on March 12, 2026, raising \$172.5 million through the sale of 17,250,000 units at \$10.00 per unit.
• Simultaneously, a private placement generated an additional \$4.46 million via the sale of 446,250 units to sponsors and underwriters.
• The company’s audited balance sheet as of March 12, 2026, reveals total assets of \$174,059,798, with the majority (\$172.5 million) held in a U.S. trust account.
• All IPO proceeds and private placement funds are held in trust and invested in cash or short-term U.S. government securities, pending completion of a business combination.
• SUMA has not engaged in any substantive discussions with potential acquisition targets as of the audit date.
• Shareholder redemption rights: Public shareholders can redeem their shares for cash from the trust account either during a business combination vote or via tender offer, at a price approximately equal to the trust account per share (\$10.00 initially).
• The company must complete a business combination within 24 months (the “Completion Window”) or liquidate and return trust funds to public shareholders.
• Sponsors, officers, and directors have waived redemption and liquidation rights for their founder and private placement shares, but may redeem any public shares they purchase.
• Founder Shares (Class B ordinary shares) are convertible 1-for-1 into Class A ordinary shares at business combination, ensuring sponsors retain significant voting power until then.
• Share Rights: Each unit includes a right to receive 1/5 of a Class A ordinary share upon business combination. Rights expire worthless if no business combination occurs.
• Deferred underwriting fees of \$6.9 million will be paid only upon successful business combination completion.
• Transaction costs for the IPO totaled \$10.15 million, including underwriting and offering fees.
• Company is designated as an “emerging growth company,” taking advantage of reduced disclosure and compliance requirements.
• No operating revenues yet; income is limited to interest on trust account funds.
• The company’s financial statement shows a shareholders’ deficit of \$5,780,235, mainly due to IPO and offering costs.
• Working capital loans up to \$1.5 million may be provided by sponsors or directors and are convertible into private placement units if a business combination occurs.

Important Shareholder Information & Price-Sensitive Issues:

• Completion Window and Redemption Risk: If SUMA Acquisition fails to complete a qualifying business combination within 24 months, public shareholders will be redeemed out of the trust account for cash, and all Share Rights will expire worthless. This is a critical risk for investors, as share value is tied to the trust account and the potential for a successful business combination.
• Founder Share Conversion: Founder shares (Class B) will convert to Class A shares at business combination, potentially diluting public shareholders depending on the structure and terms of the combination.
• Deferred Underwriting Fees: \$6.9 million in deferred underwriting fees will only be paid if a business combination is completed, affecting net assets available to shareholders.
• Trust Account Security: Funds in the trust account may be subject to creditor claims in the event of insolvency, though sponsors have agreed to indemnify the company under certain circumstances.
• Redemption Value: Shares are classified as temporary equity at redemption value, and the company adjusts carrying value to match the redemption value at each reporting period, which could impact financial reporting and perceived equity.
• No Current Acquisition Target: As of the audit date, SUMA has not selected or engaged with any business combination target, meaning investors are currently buying into a cash shell with no operational business.
• Emerging Growth Company Status: The company may use extended transition periods for new accounting standards, which could affect comparability with other public companies.
• Risks & Uncertainties: The company’s ability to complete a business combination is subject to numerous external risks, including changes in laws, market conditions, geopolitical instability, and public health concerns.
• Registration Rights: Sponsors, underwriters, and certain shareholders have registration rights for their shares, including up to three demands and piggyback rights, which could affect share liquidity post-business combination.

Detailed Financials:

Other Notable Points:

• SUMA’s sponsors and insiders have agreed to various waivers, ensuring public shareholders are prioritized in redemption and liquidation events.
• The company is structured to pursue a business combination with one or more targets with a value of at least 80% of net trust assets.
• Unit structure is unusual: Each unit includes a share right to receive 1/5 of a Class A ordinary share at business combination.
• All funds are currently held in cash in the trust account, not invested in securities.
• There is no income tax liability, as SUMA is a Cayman Islands exempted company.
• No working capital loans are currently outstanding.
• Founder shares will constitute approximately 25% of post-IPO ordinary shares, subject to adjustments at business combination.
• Administrative agreements are in place for \$25,000/month in office and support fees, paid to sponsors or affiliates.

Disclaimer

This article is for informational purposes only and does not constitute investment advice. All information is derived from SUMA Acquisition Corporation’s audited financial statement as of March 12, 2026. Investors should be aware of the risks associated with blank check companies and SPACs, including the possibility of redemption at trust value if no business combination occurs. Share values may be affected by completion or failure to complete a business combination, dilution from founder share conversion, and other risks detailed in the company’s filings. Please consult your financial advisor before making investment decisions.

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