Stellar V Capital Corp. (Cayman Islands)
For the period ended Dec 31, 2024. Filed Mar 31, 2025.
View on SEC.govAbout this filing
A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.
FY2024 · Filed Mar 31, 2025
SVCC$11.19+0.4%Stored close · as of Nov 10, 2026
Extracted filing text, with the paragraph anchors used by the comparison.
See the whole filing, with its images and exhibitsContents
Item 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
ITEM 15. Exhibits, Financial Statement Schedules**
| (1) | Financial Statements: |
| Financial Statements of Stellar V Capital Corp.: | |
|---|---|
| Report of Independent Registered Public Accounting Firm | F-2 |
| Balance Sheet as of December 31, 2024 | F-3 |
| Statement of Operations for the period from July 12, 2024 (Inception) through December 31, 2024 | F-4 |
| Statement of Changes in Shareholders’ Deficit for the period from July 12, 2024 (Inception) through December 31, 2024 | F-5 |
| Statement of Cash Flows for the period from July 12, 2024 (Inception) through December 31, 2024 | F-6 |
| Notes to Financial Statements | F-7 to F-18 |
| (2) | Financial Statement Schedules: |
None.
| (3) | Exhibits |
We hereby file as part of this Report the exhibits listed in the attached Exhibit Index. Exhibits which are incorporated herein by reference can be inspected and copied at the public reference facilities maintained by the SEC, 100 F Street, N.E., Room 1580, Washington, D.C. 20549. Copies of such material can also be obtained from the Public Reference Section of the SEC, 100 F Street, N.E., Washington, D.C. 20549, at prescribed rates or on the SEC website at www.sec.gov.
| Exhibit No. | Description |
| 3.1 | Amended and Restated Memorandum and Articles of Association of Stellar V Capital Corp. (incorporated by reference to Exhibit 3.1 to the Current Report on Form 8-K filed with the Securities & Exchange Commission on February 4, 2025) |
| 4.1 | Specimen Unit Certificate (incorporated by reference to Exhibit 4.1 to the Registration Statement on Form S-1 (file No. 333-283612) filed with the SEC on December 4, 2024) |
| 4.2 | Specimen Class A Ordinary Share Certificate (incorporated by reference to Exhibit 4.2 to the Registration Statement on Form S-1 (file No. 333-283612) filed with the SEC on December 4, 2024) |
| 4.3 | Specimen Warrant Certificate (included in Exhibit 4.4) |
| 4.4 | Warrant Agreement, dated January 29, 2025, by and between the Company and Continental Stock Transfer & Trust Company, LLC (incorporated by reference to Exhibit 4.1 to the Current Report on Form 8-K filed with the Securities & Exchange Commission on February 4, 2025) |
| 4.5* | Description of Securities |
| 10.1 | Amended and Restated Promissory Note, dated December 30, 2024, issued to Stellar V Sponsor LLC (incorporated by reference to Exhibit 10.1 to the Registration Statement on Form S-1/A (file No. 333-283612) filed with the SEC on January 13, 2025) |
| 10.2 | Securities Subscription Agreement, dated July 15, 2024, between the Company and Stellar V Sponsor LLC (incorporated by reference to Exhibit 10.2 to the Registration Statement on Form S-1 (file No. 333-283612) filed with the SEC on December 4, 2024) |
| 10.3 | Amendment to Securities Subscription Agreement, dated January 13, 2025, between the Company and Stellar V Sponsor LLC (incorporated by reference to Exhibit 10.3 to the Registration Statement on Form S-1/A (file No. 333-283612) filed with the SEC on January 13, 2025) |
| 10.4 | Letter Agreement, dated January 29, 2025, among the Company, its directors and officers, and the Sponsor (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K filed with the Securities & Exchange Commission on February 4, 2025) |
| 10.5 | Investment Management Trust Agreement, dated January 29, 2025, by and between the Company and Continental Stock Transfer & Trust Company (incorporated by reference to Exhibit 10.2 to the Current Report on Form 8-K filed with the Securities & Exchange Commission on February 4, 2025) |
| 10.6 | Registration Rights Agreement, dated January 29, 2025, by and among the Company and certain security holders (incorporated by reference to Exhibit 10.3 to the Current Report on Form 8-K filed with the Securities & Exchange Commission on February 4, 2025) |
| 10.7 | Sponsor Private Placement Units Purchase Agreement, dated January 29, 2025, by and between the Company and the Sponsor (incorporated by reference to Exhibit 10.4 to the Current Report on Form 8-K filed with the Securities & Exchange Commission on February 4, 2025) |
| 10.8 | BTIG Private Placement Units Purchase Agreement, dated January 29, 2025, by and between the Company and BTIG (incorporated by reference to Exhibit 10.5 to the Current Report on Form 8-K filed with the Securities & Exchange Commission on February 4, 2025) |
| 10.9 | Administrative Services Agreement, dated January 29, 2025, by and between the Company, the Sponsor and an affiliate of the Sponsor (incorporated by reference to Exhibit 10.6 to the Current Report on Form 8-K filed with the Securities & Exchange Commission on February 4, 2025) |
| 10.10 | Form of Indemnity Agreements (incorporated by reference to Exhibit 10.7 to the Current Report on Form 8-K filed with the Securities & Exchange Commission on February 4, 2025) |
| 14 | Form of Code of Ethics and Business Conduct (incorporated by reference to Exhibit 14 to the Registration Statement on Form S-1 (file No. 333-283612) filed with the SEC on December 4, 2024) |
| 19.1* | Insider Trading Policy |
| 31.1* | Certification of Chief Executive Officer pursuant to Rule 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as adopted pursuant to § 302 of the Sarbanes-Oxley Act of 2002 |
| 31.2* | Certification of Chief Financial Officer pursuant to Rule 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as adopted pursuant to § 302 of the Sarbanes-Oxley Act of 2002 |
| 32* | Certifications of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C 1350, as adopted pursuant to § 906 of the Sarbanes-Oxley Act of 2002 |
| 97.1* | Clawback Policy |
| 99.1 | Form of Audit Committee Charter (incorporated by reference to Exhibit 99.4 to the Registration Statement on Form S-1 (file No. 333-283612) filed with the SEC on December 4, 2024) |
| 99.2 | Form of Nominating Committee Charter (incorporated by reference to Exhibit 99.6 to the Registration Statement on Form S-1 (file No. 333-283612) filed with the SEC on December 4, 2024) |
| 99.3 | Form of Compensation Committee Charter (incorporated by reference to Exhibit 99.5 to the Registration Statement on Form S-1 (file No. 333-283612) filed with the SEC on December 4, 2024) |
| 101.INS* | Inline XBRL Instance Document. |
| 101.SCH* | Inline XBRL Taxonomy Extension Schema Document. |
| 101.CAL* | Inline XBRL Taxonomy Extension Calculation Linkbase Document. |
| 101.DEF* | Inline XBRL Taxonomy Extension Definition Linkbase Document. |
| 101.LAB* | Inline XBRL Taxonomy Extension Label Linkbase Document. |
| 101.PRE* | Inline XBRL Taxonomy Extension Presentation Linkbase Document. |
| 104* | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101). |
| * | Filed herewith. |
|---|
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.