{"url_path":"/sec/pgac/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":"2026-05-20","source_url":"https://www.sec.gov/Archives/edgar/data/2030829/0001213900-26-059636-index.html","accession_number":"0001213900-26-059636","cik":"0002030829","ticker":"PGAC","issuer_name":"PANTAGES CAPITAL ACQUISITION Corp","edgar_url":"https://www.sec.gov/Archives/edgar/data/2030829/0001213900-26-059636-index.html","primary_entity_key":"0002030829","primary_entity_name":"PANTAGES CAPITAL ACQUISITION Corp"},"word_count":337,"has_tables":true,"body_markdown":"ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS\nFROM REGISTERED SECURITIES.\n\n \n\n*Founder Shares Sales and Transfer*\n\n* *\n\nOn June 14, 2024, our CEO,\nMr. William W. Snyder, our CFO, Ms. Jia Peng, and the sponsor (the “sponsor”) of our IPO (as defined below), Aitefund Sponsor\nLLC, acquired an aggregate of 1,725,000 Class B ordinary shares, par value of $0.0001 each (the “founder shares”), for an\naggregate purchase price of $25,000. On July 9, 2024, an additional 431,250 founder shares were issued, at par value, to the sponsor,\nfor the purchase price of $43, resulting that the sponsor to hold 1,996,250 founder shares.\n\n \n\nOn December 4, 2024, the\neffective date of the registration statement of the IPO (as defined below), the sponsor transferred an aggregate of 60,000 of its founder\nshares, or 20,000 each to its three independent directors for their board service, for nominal cash consideration, of $696.\n\n \n\n*Private Placement*\n\n \n\nOn December 6, 2024, simultaneously\nwith the closing of the IPO, the Company completed a private placement (the “Private Placement”) of 244,250 private placement\nunits to the Company’s sponsor, at a purchase price of $10.00 per private placement units, generating gross proceeds to the Company\nof $2,442,500.\n\n \n\nThe above sales were issued\npursuant to the exemption from registration contained in Section 4(a)(2) of the Securities Act. No commissions were paid in\nconnection with such sales.\n\n \n\n25\n\n \n\n \n\n*Use of Proceeds*\n\n \n\nOn December 6, 2024, we consummated\nthe initial public offering (the “IPO”) of 8,625,000 units (the “Units”), at a price of $10.00 per Unit, including\n1,125,000 additional Units granted to the underwriters to cover over-allotments, if any (the “Over-Allotment Option”), generating\ngross proceeds of $86,250,000. Simultaneously with the closing of the IPO, we consummated the sale of 244,250 private placement units,\nto our sponsor in the Private Placement, generating gross proceeds of $2,442,500.\n\n \n\nThe proceeds of $86,250,000\nfrom the IPO and the Private Placement were placed in the trust account established for the benefit of the Company’s public shareholders\nwith Wilmington Trust, N.A., acting as trustee."}