Churchill Capital Corp XI: 2025 Annual Report – Key Investor Highlights

Overview

Churchill Capital Corp XI (“Churchill XI”) is a blank check company, incorporated on June 4, 2025, in the Cayman Islands, organized to pursue a business combination with one or more businesses. The company completed its IPO on December 18, 2025, is listed on the Nasdaq Stock Market LLC under the symbols CCXI (Class A Ordinary Shares) and CCXIW (Warrants), and is led by CEO Michael Klein and CFO Jay Taragin.

As of December 31, 2025, Churchill XI had not yet selected a specific business combination target and has not generated any operating revenues. The company is in the process of searching for suitable merger candidates and expects to generate operating revenues only upon consummating its initial business combination.

Key Financial Position

• As of December 31, 2025, Churchill XI holds \$414,549,783 in funds available for a business combination (before any redemptions, permitted withdrawals, taxes, or deferred fees).
• The company offers potential targets various options, including creating a liquidity event, providing capital for growth, or strengthening the balance sheet by reducing debt or leverage.
• Churchill XI has the flexibility to use cash, debt, equity, or a combination thereof to complete a business combination, allowing a tailored approach for each transaction.

Business Strategy and Management Team

• Churchill XI’s strategy is to leverage the experience and networks of its management team (headed by Michael Klein and Jay Taragin), its sponsor, and affiliated entities such as M. Klein and Company and Archimedes Advisors LLC, to source, evaluate, and execute high-quality transactions.
• The management and sponsor have established relationships with leading investors and financing partners, including “Strategic Partners” who share in the potential upside of founder shares and private placements.
• The company’s Operating Partners, through Archimedes Advisors LLC, assist in sourcing targets and creating long-term value post-acquisition.
• The team brings extensive expertise in sourcing, structuring, negotiating, and executing complex transactions across multiple industries and geographies.

Significant Shareholder Considerations

• Timing and Deadline for Business Combination: Churchill XI must complete its initial business combination by December 18, 2027 (24 months from IPO closing), or by March 18, 2028, if a letter of intent or agreement in principle is executed by the former date. Failure to do so will result in liquidation and distribution of funds in the trust account.
• The company may seek to extend the combination period, but this requires shareholder approval. Public shareholders will have the opportunity to redeem some or all of their shares in connection with any extension vote, which could reduce the trust account balance.
• Any business combination will require the affirmative vote of a majority of the Board of Directors, including a majority of independent directors.
• The company may complete a business combination using various structures, including acquiring less than 100% of a target if beneficial.
• Status as a Public Company: Churchill XI provides an alternative route to becoming public for target companies, offering greater certainty than a traditional IPO. However, the blank check company status and lack of operating history may deter some targets.
• Competitive Advantages: The management’s deep investing experience, structuring capability, creativity, and strategic partnerships provide a significant pipeline of opportunities and increased confidence in sourcing value-accretive deals.
• Risk Factors: Investors should note the risks of investing in a company with no operating history or selected target, dependence on the management team’s ability to identify and consummate transactions, and the potential for dilution in certain business combination structures.
• Shareholder Approval for Business Combination: Under Cayman Islands law and Nasdaq rules, certain types of transactions may not require shareholder approval, but any issuance of 20% or more new shares, related party transactions, or transactions resulting in a change of control will require a shareholder vote.
• The company, sponsor, or affiliates may purchase shares or warrants outside the redemption process, which could affect the likelihood of a business combination being approved or completed.
• Shell Company Status: Churchill XI is currently classified as a shell company, which may affect market perception and trading activity.

Potential Share Price Sensitivities and Newsworthy Developments

• The large trust account balance (\$414 million) provides Churchill XI with significant purchasing power, which could make it an attractive partner for high-quality targets, potentially catalyzing a significant transaction and share price movement once a deal is announced.
• The management team’s extensive SPAC and deal-making experience is a positive differentiator, increasing the likelihood of a successful business combination.
• Investors should monitor for any announcements regarding the identification or execution of a business combination, extension of the combination deadline, material changes in trust account funds, or regulatory matters, all of which could impact share value.
• The company’s intent and flexibility to pursue targets across any industry or geography, combined with its ability to amend the combination period, means investors should be vigilant for rapid developments.

Disclaimer

This summary is provided for informational purposes only and does not constitute investment advice. Investors should review the full annual report and consult with financial professionals before making investment decisions. Past performance and management experience are not guarantees of future results. Churchill XI’s future performance is subject to multiple risks, including market, regulatory, and execution risks. No assurance can be given that a business combination will be successfully completed or that investors will receive a return on their investment.

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