Cantor Equity Partners V, Inc. — 10-K Filing
10-K filed on March 31, 2026
🧾 What This Document Is
This is the annual report (Form 10-K) for Cantor Equity Partners V, Inc. (CEPV) for the year ending December 31, 2025. It's a comprehensive look at the company's business, finances, and risks. Think of it as a detailed annual check-up filed with the SEC.
👉 Key Point: CEPV is a Special Purpose Acquisition Company (SPAC), also known as a "blank check company." Its only purpose is to raise money to buy an existing company in the future.
🏢 What The Company Does
In simple terms, CEPV is a shell company formed to find and merge with an existing operating business, called a "Business Combination."
- Mission: To identify and acquire a target company, taking it public in the process.
- Focus Areas: While it can pursue any industry, it's targeting companies in financial services, digital assets, healthcare, real estate services, technology, and software.
- Team: Managed by professionals from Cantor Fitzgerald, L.P. ("Cantor"), a major financial services firm. The team has deep experience in sourcing deals, accessing capital, and operating companies.
💰 Financial Highlights
The company's finances are simple because it doesn't have active operations yet. Its value is in the cash it holds for its future acquisition.
- Trust Account Balance: $251.588 million as of December 31, 2025. This is the money raised from investors, held in trust to fund the future business combination and redemptions.
- IPO: CEPV's Initial Public Offering (IPO) closed on November 5, 2025. It sold 25,000,000 Class A shares.
- Market Value: As of December 31, 2025, the public market value of its Class A shares (excluding insider holdings) was $256.3 million.
- Shares Outstanding (as of March 31, 2026):
- Class A Ordinary Shares: 25,540,000
- Class B Ordinary Shares: 6,250,000 (held by the Sponsor, Cantor)
- Cash Flow: The company's expenses are minimal—mainly general and administrative costs. It has no revenue from business operations.
🚀 Key Moves & The Search for a Target
CEPV's entire existence is about executing its "Business Combination."
- The Clock is Ticking: It has a limited time, called the "Combination Period," to find and merge with a target. If it fails, it must liquidate and return the trust money to shareholders.
- The Process: Management is actively identifying, reviewing, and negotiating with potential target companies. They have begun this process since the IPO.
- Funding the Deal: The ~$251.6 million in the trust is the war chest. If a target is larger, the company may need to raise additional funds through private loans or share sales, which could dilute current shareholders.
- Redemption Rights: Crucially, before the merger is completed, shareholders can choose to redeem their shares for their pro-rata share of the trust account (approx. $10.06 per share as of Dec 31, 2025). This protects investors who don't like the chosen target.
⚖️ Big Picture: Strengths & Risks
👍 Strengths
- Experienced Sponsor: Backed by the deep resources and network of Cantor Fitzgerald.
- Funded Search: Has over $251 million ready to deploy for an acquisition.
- Flexibility: Can structure deals with cash, stock, or a combination.
- Public Listing: Offers target companies a faster, more certain path to being public than a traditional IPO.
⚠️ Risks
- No Guarantees: There is no guarantee the company will find a suitable target or complete a business combination.
- Intense Competition: Fierce competition for attractive targets from hundreds of other SPACs, private equity firms, and strategic buyers.
- Conflict of Interest: The Sponsor (Cantor) and management have financial incentives that may not align perfectly with public shareholders. They own "Founder Shares" bought very cheaply (~$0.004/share) which could be valuable even if the post-merger company underperforms.
- Time Pressure: As the deadline approaches, there is pressure to complete a deal, potentially leading to a less-than-ideal target.
- Dilution: Issuing new shares or raising extra capital for the deal will dilute the ownership of existing public shareholders.
📦 Financial Position
- Assets: Primarily the $251.588 million in the Trust Account and a small amount of cash held outside the trust for operating expenses.
- Liabilities: Minimal operating liabilities (legal, accounting, etc.).
- Structure: Classified as a "controlled company" and "emerging growth company" and "smaller reporting company," which allows it to follow simplified reporting and governance rules.
🔮 What's Next
- Primary Objective: To identify and complete a Business Combination with a target company in its focus industries.
- Timeline: It will continue its search. If it approaches the end of its Combination Period, it may ask shareholders for approval to extend the deadline.
- Process: Upon finding a target, it will release detailed information, provide shareholders with redemption rights, and seek the necessary votes to approve the merger.
🧠 The Analogy
CEPV is like a professional fundraiser holding a blind pool. They've gathered $251 million from investors (in the trust account) based on their reputation (the Cantor name). They now have 18-24 months to use that money to buy a promising private company and take it public. Investors who don't like the final purchase can ask for their money back from the pool before the deal closes.
📇 Key Contacts & People
- Company Address: 110 East 59th Street, New York, New York 10022
- Phone: (212) 938-5000
- Sponsor: Cantor Equity Partners V Sponsor LLC (an affiliate of Cantor Fitzgerald, L.P.)
- Website: The filing lists http://fasb.org/srt/2025#ChiefExecutiveOfficerMember, but this appears to be a data tag, not a valid website. No official company website is provided in the excerpt.
🧩 Final Takeaway
CEPV is a Cantor Fitzgerald-backed SPAC with ~$251 million in cash that is actively searching for a company to acquire and take public. Its success depends entirely on management finding the right target and getting favorable terms before its deadline runs out. Investors are betting on the team's deal-making skill while holding the safety net of redemption rights.