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Home»Regulation»Investors are about to drain a $217 million trust fund while voting to keep its Bitcoin SPAC alive
Regulation

Investors are about to drain a $217 million trust fund while voting to keep its Bitcoin SPAC alive

NBTCBy NBTC05/09/2026No Comments3 Mins Read
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SilverBox Corp IV shareholders are scheduled to vote Tuesday on a four-month extension that could prevent the SPAC from liquidating. Even if it passes, however, it would not preserve the $217 million trust tied to its proposed Bitcoin SPAC deal with investment firm Parataxis Holdings.

The August 11 meeting is set for 10:00 a.m. Eastern Time. SilverBox wants to move its business-combination deadline from August 19 to December 19 and remove a $5,000,001 net-tangible-assets redemption limit. Each of the two amendments needs at least two-thirds of votes cast by shareholders present and entitled to vote. Both must be approved and implemented for the extension to take effect.

Shareholders are not voting on the Parataxis merger itself, which SilverBox says would require a separate meeting. Approval would give the SPAC more time, while investors who timely and properly elect redemption may redeem their shares regardless of how or whether they vote.

SilverBox reported $217,134,228 in its trust as of June 30 and estimated that redemptions at the extension meeting would be worth about $10.85 per public share. It warned that the balance left after valid elections could be only a small fraction of the June amount.

The cash remaining after redemptions could determine whether the Bitcoin SPAC deal closes. The latest merger registration statement requires the combined company to receive at least $25 million in net cash and equivalents after redemptions and transaction expenses. The calculation can include remaining trust funds and financing completed at closing. Parataxis may waive the condition in certain circumstances.

The original up-to-$640 million announcement was a maximum rather than committed closing cash. It combined up to roughly $240 million from the transaction and related financing, subject to redemptions, with an option to sell as much as $400 million of stock after closing through a Yorkville equity line. The maximum assumed no trust redemptions and full use of the post-closing facility.

Parataxis separately raised $31 million in preferred equity and used about $30.8 million to buy roughly 263.78 Bitcoin in August 2025, according to the merger filing. That Bitcoin is separate from SilverBox’s trust. The preferred-equity agreement gives investors an elective right, after the merger agreement’s outside date and upon written notice unless otherwise agreed, to seek their share of the Bitcoin or sale proceeds.

However, the Bitcoin SPAC’s merger contract presents a second uncertainty. A May filing moved its outside date to August 6. The underlying agreement gives either party a conditional right to terminate through written notice after that date. SilverBox’s SEC record showed no later amendment, waiver, or termination disclosure through August 9, so the public record did not establish whether the deal remained under contract. The date’s passage alone did not prove termination.

If the two amendments fail and SilverBox does not close any business combination by August 19, it must cease operations except for winding up. It must redeem public shares within 10 business days. It would then seek to dissolve and liquidate, subject to board and remaining-shareholder approval and applicable Cayman Islands creditor obligations. Its warrants would expire worthless upon winding up.

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