Haymaker Acquisition Corp V completed a $287.5 million initial public offering on the New York Stock Exchange after the underwriting syndicate exercised its over-allotment option in full, giving the newly listed special purpose acquisition company a larger pool of capital to pursue a future business combination.

The blank-check company sold 28.75 million units at $10.00 each, according to its September 18 closing announcement. The total comprises the original 25 million-unit offering, which represented $250 million of gross proceeds, plus another 3.75 million units purchased under the underwriters’ option. The additional allotment increased gross proceeds by $37.5 million, or 15% above the size of the base deal.

Haymaker’s units began trading on the NYSE on September 17 under the ticker HYACU. Each unit consists of one Class A ordinary share and one-third of one redeemable warrant. Each whole warrant gives its holder the right to purchase one Class A ordinary share at an exercise price of $11.50, subject to adjustments specified in the prospectus. Fractional warrants will not be issued when units are separated, meaning only whole warrants can trade or ultimately be exercised.

Once separate trading begins, Haymaker expects its Class A ordinary shares to trade on the NYSE under HYAC and its warrants under HYACW. The prospectus provides that separate trading would generally begin on the 52nd day following the prospectus unless Cantor Fitzgerald & Co. and William Blair & Company, acting as representatives of the underwriters, permit an earlier separation after required conditions are satisfied.

The closing materially changes Haymaker from a corporate shell preparing for an IPO into a funded acquisition vehicle. Of the proceeds from the public offering and the simultaneous sale of private placement warrants, $287.5 million was deposited into a U.S.-based trust account administered by Continental Stock Transfer & Trust Company. That represents $10.00 for each public unit sold.

The trust is central to the SPAC structure. Haymaker can use the vehicle to search for and negotiate a business combination while public shareholders retain redemption rights under circumstances described in the prospectus. The company initially has 24 months from the closing of the offering to complete its first business combination, unless its board approves an earlier liquidation date. Shareholders may also be asked to approve an extension if the company needs additional time.

If Haymaker fails to complete a transaction within the applicable completion window and does not secure an extension, the company is required to redeem its public shares using the funds then held in trust, including qualifying interest and after permitted withdrawals and applicable dissolution expenses. That structure provides a cash redemption mechanism for the public shares, although investors buying units or shares in the secondary market can still experience market-price fluctuations before a redemption event.

Haymaker has not identified a target company and, according to its prospectus, had not initiated substantive discussions with a potential target before the offering. The company is legally able to pursue a transaction in any business or industry and is not restricted to a particular geography, but its stated primary strategy is to search for opportunities in industrial, consumer and consumer-related products and services.

The company said it intends to identify businesses that can benefit from the management team’s investing, operating and transaction experience. Its prospectus highlights potential targets with established market positions, durable products or services, opportunities to improve revenue or distribution, and businesses where public capital and the management team’s network could support further growth.

That focus places the SPAC’s eventual target selection at the center of the investment case. Until a definitive combination is announced, holders are effectively investing in the sponsor and management team’s ability to source a transaction, negotiate acceptable terms and obtain the necessary financing and shareholder approvals rather than in an identified operating company with an existing earnings record.

Christopher Bradley serves as Haymaker Acquisition Corp V’s chairman, chief executive officer and chief financial officer. Bradley is also a managing director at Mistral Equity Partners and has more than two decades of experience involving acquisitions, due diligence and transaction structuring, according to the SEC prospectus.

Bradley has participated in several earlier Haymaker SPACs. He previously held senior financial or executive positions at Haymaker vehicles that completed combinations with businesses including OneSpaWorld Holdings, ARKO Corp., Biote and, most recently, Concrete Partners Holding. Haymaker Acquisition Corp 4 completed its combination with Concrete Partners in April 2026, with the resulting company becoming Suncrete and trading on Nasdaq under RMIX.

The prospectus expressly cautions investors that the historical results of the management team or its affiliates do not guarantee that Haymaker Acquisition Corp V will identify a suitable transaction or that any future combination will perform successfully. Management members also hold positions with other entities, creating potential conflicts over time commitments and the presentation of acquisition opportunities. Such conflicts are addressed through disclosure and the contractual and fiduciary arrangements described in the offering documents.

The IPO also includes the customary sponsor economics associated with blank-check companies. Haymaker Sponsor V LLC holds 7.1875 million Class B founder shares following an August capitalization. Before full exercise of the over-allotment option, as many as 937,500 of those founder shares had been subject to surrender depending on how much of the option was used. With the underwriting option exercised in full, the offering reached the maximum 28.75 million-unit size contemplated by the prospectus.

Haymaker Sponsor V agreed to purchase 4 million private placement warrants for $1.50 each, an aggregate investment of $6 million. Cantor Fitzgerald, William Blair and Roth Capital Partners separately agreed to acquire a combined 1,333,333 private placement warrants for approximately $2 million. Together, the sponsor and underwriting firms committed about $8 million for 5,333,333 private placement warrants in the transaction.

The private placement financing helps fund the structure and contributes to the amount deposited in trust. The private placement warrants generally carry similar economic terms to the public warrants but are subject to additional transfer restrictions and other provisions while held by the sponsor or underwriting parties. They become worthless if Haymaker is unable to consummate a qualifying business combination within the applicable completion period.

For public investors, the one-third-warrant component introduces additional optionality beyond the Class A share embedded in each unit. The public warrants are scheduled to become exercisable 30 days after completion of Haymaker’s initial business combination and generally expire five years after that transaction, unless they are redeemed or otherwise terminate earlier under the warrant agreement. Their $11.50 exercise price means their economic value will depend heavily on the post-combination equity value of whatever company ultimately emerges from a transaction.

The warrants also represent a potential source of future dilution. If a successful transaction is completed and warrants become exercisable, issuance of additional shares could increase the post-combination share count. Founder shares, private placement warrants and other securities associated with the SPAC structure can similarly affect the eventual ownership profile. The degree of dilution will depend on redemptions, financing arrangements, transaction consideration and the capital structure negotiated with a target.

The underwriting economics are also significant for assessing the financing structure. The final prospectus sets underwriting discounts and commissions at $0.60 per unit, implying total underwriting discounts of $17.25 million with the over-allotment option fully exercised. Of that amount, $5 million is payable in connection with the IPO closing, while up to $12.25 million constitutes deferred underwriting compensation payable only if Haymaker completes an initial business combination.

If the SPAC liquidates without completing a deal, the underwriters have agreed to forfeit their claims to the deferred commissions held in trust. The deferred fee structure therefore makes completion of a business combination relevant not only to the sponsor and public warrant holders but also to a substantial portion of the underwriting compensation.

Cantor Fitzgerald and William Blair acted as joint book-running managers for the IPO, while Roth Capital Partners served as co-manager. The SEC declared Haymaker’s registration statement effective on September 16, clearing the way for pricing and the September 17 start of NYSE trading. The company then closed the transaction on September 18 after the underwriting syndicate elected to purchase all 3.75 million units available under its over-allotment option.

The full exercise gives Haymaker greater acquisition capacity than the original $250 million deal size alone would have provided. A larger trust balance can increase flexibility in negotiations with potential targets, although the amount ultimately available for a transaction may be reduced if public shareholders elect to redeem shares. SPACs can also raise additional financing alongside a merger through private placements, debt facilities or other arrangements, depending on market conditions and the needs of the target.

Redemptions remain an important variable because public shareholders can generally choose to redeem their shares for their proportionate share of the trust when a proposed business combination is submitted for approval or conducted through the tender-offer procedures described in the prospectus. As a result, the headline size of a SPAC’s trust account at the IPO stage does not necessarily equal the amount of cash that will remain when an acquisition closes.

The sponsor’s incentive structure is another consideration. Founder shares were acquired for a nominal initial amount compared with the $10-per-unit price paid by public IPO investors. The prospectus warns that the resulting economics could create incentives for the sponsor to pursue a transaction even where public shareholders might view liquidation and redemption as preferable. Haymaker also discloses the relevant conflicts and transfer restrictions surrounding founder securities and private placement warrants.

Those factors mean the September 18 closing is the beginning rather than the conclusion of Haymaker Acquisition Corp V’s capital-markets process. The IPO establishes the listed security, capital base, trust account and acquisition timetable. The next material phase will be the search for a suitable target and, if one is found, negotiations over valuation, financing, governance and the ownership structure of the combined company.

Any transaction would then be subject to the detailed process set out in Haymaker’s governing documents, securities filings and applicable exchange and regulatory requirements. Public investors would receive transaction disclosures before making decisions about voting, redemption or continued ownership. Until that point, the company remains a cash-funded acquisition vehicle rather than an operating enterprise.

For the institutional finance market, Haymaker’s completed $287.5 million raise creates a fresh pool of merger capital managed by an experienced SPAC team at a time when investors continue to scrutinize the economics of blank-check vehicles closely. The fully exercised over-allotment confirms the IPO reached its maximum contemplated public size, but the financial outcome for investors will ultimately depend on the quality and terms of the business combination Haymaker is able to secure during its acquisition window.