{"url_path":"/sec/ctaa/10-q/2026/item-2","section_key":"item-2","section_title":"Item 2 Unregistered Sales of Equity Securities and Use of Proceeds.**","topic":"sec","document":{"doc_type":"10-Q","doc_date":"2026-05-15","source_url":"https://www.sec.gov/Archives/edgar/data/2094073/0001493152-26-023940-index.html","accession_number":"0001493152-26-023940","cik":"0002094073","ticker":"CTAA","issuer_name":"Clearthink 1 Acquisition Corp.","edgar_url":"https://www.sec.gov/Archives/edgar/data/2094073/0001493152-26-023940-index.html","primary_entity_key":"0002094073","primary_entity_name":"Clearthink 1 Acquisition Corp."},"word_count":403,"has_tables":true,"body_markdown":"**Item\n2. Unregistered Sales of Equity Securities and Use of Proceeds.**\n\n \n\nOn February 13, 2026, the Registration\nStatement on Form S-1 (File No. 333-292967), as amended, relating to the initial public offering (the “IPO”) of the Company,\nwas declared effective by the SEC. On February 23, 2026, the Company filed a subsequent registration statement on Form S-1 (File No. 333-293666)\npursuant to Rule 462(b) of the Securities Act of 1933, as amended, and also in connection with the Company’s IPO, which subsequent\nregistration statement became automatically effective upon its filing.\n\n \n\nOn February 25, 2026, the Company\nconsummated the IPO of 12,500,000 Units, each Unit consists of one Class A ordinary share, and one right to receive one-fifth of an Ordinary\nShare, with each five rights entitling the holder thereof to receive one ordinary share upon the consummation of an initial business combination.\nThe Units were sold at a price of $10.00 per Unit, generating gross proceeds to the Company of $125,000,000. Consequently, a total of\n$125,000,000 of the proceeds from the IPO and the private placement with ClearThink 1 Sponsor LLC, the Company’s sponsor, described\nbelow, were deposited in a trust account established for the benefit of the Company’s public shareholders (the “Trust Account”).\nIn addition, on February 26, 2026, the IPO underwriter partially exercised its over-allotment option for 15,000 Units, generating additional\ngross proceeds to the Company of $150,000. Such proceeds, consisting of the entirety of the proceeds received by the Company after deduction\nfor commissions from the IPO, plus additional funds from the private placement, were deposited in the Trust Account.\n\n \n\nSimultaneously with the closing\nof the IPO, the Company completed the private sale and issuance of an aggregate of 315,000 units (the “Private Units”) to\nthe Company’s sponsor, at a price of $10.00 per Private Unit, generating gross proceeds to the Company of $3,150,000. Each Private\nUnit consists of one Class A ordinary share and one right to receive one-fifth of a Class A ordinary share, with each five rights entitling\nthe holder thereof to receive one Class A ordinary share upon the consummation of an initial business combination. Such securities were\nissued pursuant to the exemption from registration contained in Section 4(a)(2) of the Securities Act.\n\n \n\nFor a description of the use of the proceeds generated in the IPO and from\nthe sale of the Private Units, see Part I, Item 2 of this Quarterly Report on Form 10-Q."}