{"url_path":"/sec/palo/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/2101562/0001104659-26-062561-index.html","accession_number":"0001104659-26-062561","cik":"0002101562","ticker":"PALO","issuer_name":"PALOMA ACQUISITION CORP I","edgar_url":"https://www.sec.gov/Archives/edgar/data/2101562/0001104659-26-062561-index.html","primary_entity_key":"0002101562","primary_entity_name":"PALOMA ACQUISITION CORP I"},"word_count":343,"has_tables":true,"body_markdown":"Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.\n\nOn February 20, 2026, we consummated the Initial Public Offering of 15,000,000 Units, at $10.00 per Unit, generating gross proceeds of $150,000,000. The securities in the offering were registered under the Securities Act on registration statement on Form S-1 (No. 333-293083). The Securities and Exchange Commission declared the registration statements effective on February 18, 2026.\n\nSimultaneous with the consummation of the Initial Public Offering, the Company consummated the sale of 500,000 Private Placement Units at a price of $10.00 per Private Unit, generating total proceeds of $5,000,000. The issuance was made pursuant to the exemption from registration contained in Section 4(a)(2) of the Securities Act. The Private Warrants underlying the Private Placement Units are identical to the warrants underlying the Units sold in the Initial Public Offering, except that the Private Warrants are not transferable, assignable or salable until after the completion of a Business Combination, subject to certain limited exceptions.\n\nOn February 23, 2026, the underwriters notified us of their partial exercise of the over-allotment option and, on February 25, 2026, purchased 1,450,000 additional Units at $10.00 per Unit, generating gross proceeds of $14,500,000. Simultaneously with the closing of the over-allotment option, we consummated the private placement of 29,000 additional Private Placement Units to the Sponsor and the underwriters at a price of $10.00 per unit, generating gross proceeds of $290,000. After giving effect to the partial exercise of the over-allotment option, an aggregate of 16,450,000 Units were issued in the Initial Public Offering and the over-allotment at an aggregate offering price of $164,500,000.\n\nTransaction costs amounted to $10,343,019, consisting of $3,290,000 of cash underwriting fee, $6,580,000 of deferred underwriting fee, and $473,019 of other offering costs. The remaining proceeds from the Initial Public Offering and the Private Placement are held outside the Trust Account, in the cash operating account amounting to $1,212,757.\n\nThere has been no material change in the planned use of the proceeds from our Initial Public Offering and the Private Placement as described in the Registration Statement."}