Crown Reserve Acquisition Corp. I filed a preliminary proxy statement on November 13, 2026, seeking shareholder approval at an extraordinary general meeting scheduled for December 22, 2026, to extend its business combination deadline and ratify related proposals.

Key Highlights

  • Extension proposal: The company proposes to amend its articles to extend the deadline to complete an initial business combination beyond the current date of February 10, 2027, which is 15 months from its IPO closing.
  • Pending transaction: On March 30, 2026, the company entered into a Business Combination Agreement with Carvix, Inc., amended twice on August 26, 2026, and September 23, 2026.
  • Merger consideration: At the effective time of the merger, Carvix stockholders would receive 50,000,001 shares of the company's common stock in aggregate, according to the filing.
  • Earnout shares: Eligible Carvix equityholders may earn up to 50,000,100 additional shares over a four-year earnout period with annual EBITDA targets of $10.38 million, $14.95 million, $21.84 million, and $21.84 million, and revenue targets of $276.8 million, $351.71 million, $436.88 million, and $436.88 million.
  • Sponsor earnout: The Sponsor may earn up to 1,000,000 shares per year in Payment Years 1 through 3, for a maximum of 3,000,000 Sponsor Earnout Shares in aggregate.
  • Auditor ratification: Shareholders are asked to ratify the Audit Committee's selection of RBSM LLP as independent registered public accounting firm for fiscal year ending December 31, 2026.
  • Redemption right: Public Shareholders may elect to redeem their Class A ordinary shares at a per-share cash price equal to the trust account balance divided by outstanding public shares, regardless of how they vote on the extension proposal.

Crown Reserve's Extension Request and Carvix Business Combination Details

According to the preliminary proxy statement, Crown Reserve Acquisition Corp. I is asking shareholders to vote on four proposals at an extraordinary general meeting in lieu of annual meeting to be held at 10:00 a.m. Eastern Time on December 22, 2026. The central proposal is an extension amendment that would push the deadline for completing an initial business combination beyond February 10, 2027, the date currently set at 15 months from the IPO closing. The filing states the board has determined it is in the best interests of the company to seek this modification.

The filing discloses that on March 30, 2026, the company, its wholly owned subsidiary CRAC Merger Sub Inc., and Carvix, Inc. entered into a Business Combination Agreement. Under that agreement, as amended, Merger Sub would merge with and into Carvix, with Carvix surviving as a wholly owned subsidiary of the company following the company's domestication as a Delaware corporation. The filing notes that shareholders are not being asked to vote on the Transaction itself at this time.

The earnout structure described in the filing covers four fiscal years beginning January 1, 2027. The Company Earnout Shares are split equally between an EBITDA component and a revenue component, each with escalating annual targets. The filing specifies that any Sponsor Earnout Shares issued will be separate from and in addition to the Company Earnout Shares, and their issuance will not reduce the total number of issuable Company Earnout Shares. Equitable anti-dilution adjustments for stock splits and similar changes are also described.

What Was Disclosed

Crown Reserve Acquisition Corp. I filed a preliminary proxy statement presenting four shareholder proposals: an extension of the business combination deadline, director re-election, auditor ratification of RBSM LLP, and an adjournment proposal, alongside detailed terms of its pending combination with Carvix, Inc.