OTG Acquisition Corp. I (OTGA) is a Cayman Islands-incorporated blank check SPAC that completed its IPO on September 15, 2025, raising $230M gross from 23,000,000 public units at $10.00 per unit, plus $7.75M from 775,000 private placement units. Total assets as of December 31, 2025 are $234.7M, of which $233.7M (99.6%) is held in a grantor trust account invested in U.S. Treasury Bills (Level 1, fair value). The trust balance at period-end is $233,669,881, up from $231,493,797 at September 30, 2025, reflecting $2.52M of interest earned during the full period. Under a liquidation lens, the trust balance is the sole material asset: it is held for the benefit of public shareholders at a redemption value of $10.16 per share on 23,000,000 shares, totaling $233,669,881, and is fully offset against Class A ordinary shares subject to possible redemption (temporary equity). The trust assets are not available to permanent equity holders in any wind-up scenario. Outside the trust, current assets consist of $792,740 cash and $133,318 prepaid expenses (zero recovery under the lens), plus $75,399 long-term prepaid insurance (zero recovery). Current liabilities total $85,331 (accrued offering costs $75,000, accrued expenses $10,321, advance from related party $10). Total permanent shareholders' equity is $916,126, consisting almost entirely of retained earnings of $915,473. The disclosed going concern qualification by WithumSmith+Brown (March 27, 2026 audit opinion) confirms the Company may not sustain operations for one year without completing a Business Combination. An off-balance-sheet contingent liability of $9.2M (4% deferred underwriting fee on $230M gross IPO proceeds) is payable only upon a successful Business Combination and does not appear on the face of the balance sheet; this is discussed in the Notes but is not separately tagged in XBRL. If the Company liquidates without completing a Business Combination, public shareholders receive pro rata trust proceeds (~$10.16/share), the sponsor forfeits its founder shares and private placement shares, and the $9.2M deferred fee is extinguished. Net recovery to permanent equity (founder shares plus private placement shares) in a no-deal liquidation is approximately $916K of cash/working capital against $85K of current liabilities, yielding a residual of roughly $830K before wind-up costs. This is the full equity recovery posture. QoQ, trust balance increased by ~$2.18M from 9/30/2025 to 12/31/2025, and outside-trust cash increased to $793K from an estimated near-zero position at Q3 close, reflecting settlement of the $971,902 sponsor subscription receivable in October 2025.
▼ Community Notes