• Business Combination Service: Facilitating a merger, acquisition, or similar business combination with a private company to transition it into a publicly traded entity.
• Access to U.S. Capital Markets: Providing a private operating company with a pathway to become publicly listed on U.S. stock exchanges.

Vernal Capital Acquisition (VECA) is a Special Purpose Acquisition Company (SPAC), also known as a blank check company.

A SPAC's primary business is to raise capital through an initial public offering (IPO) and then use that capital to acquire an existing private company, thereby taking the private company public. As such, VECA does not have "major customers" in the traditional sense of selling goods or services to individuals or other businesses.

Its operational focus is on identifying and executing a business combination with a suitable target company, rather than selling products or services to customers.

Jun Du

Mr. Jun Du has been CEO & Chairman of Vernal Capital Acquisition Corp. since August 2025 and a Director since July 2025. He is also the Founding Partner of Beijing Node Investment Co., Ltd.. Mr. Du is the sole director of Vernal One Limited, one of the company's sponsors, and controls its management, including voting and investment discretion over the company's securities held by Vernal One Limited.

Binghan Yi

Mr. Binghan Yi serves as the Chief Financial Officer and Executive Director of Vernal Capital Acquisition Corp.. He has been a Director of the company since July 2025.

Pei Wang

Ms. Pei Wang is an Independent Director of Vernal Capital Acquisition Corp..

Saloon Tham

Mr. Saloon Tham serves as an Independent Director of Vernal Capital Acquisition Corp..

Qiang Fu

Dr. Qiang Fu is an Independent Director of Vernal Capital Acquisition Corp..

Key Risks to Vernal Capital Acquisition (VECA)

1. Failure to complete an initial business combination: As a blank check company, Vernal Capital Acquisition's primary purpose is to effect a business combination. The company explicitly states there is no assurance that it will complete a business combination, and it has not yet selected any specific target or engaged in substantive discussions. If a business combination is not completed within the prescribed timeframe, the company would likely liquidate.
2. Legal and regulatory risks associated with potential ties to China: Vernal Capital Acquisition intends to focus its search on private companies in Asia and may consider targets with a physical presence or other significant ties to China, including Hong Kong and Macau. The company itself acknowledges that the legal and regulatory risks of doing business in China may make it a less attractive partner than other special purpose acquisition companies, potentially making it harder to complete an initial business combination.
3. Lack of prior experience of management in consummating a blank check company business combination: The company's officers and directors have no prior experience consummating a business combination specifically for a "blank check" company, which could impact their ability to successfully identify, evaluate, and execute an initial business combination.

Competition from other special purpose acquisition companies (SPACs) that do not have ties to China, as their perceived lower legal and regulatory risks may make them more attractive partners for initial business combinations.

1. Successful Completion of a Business Combination: The most fundamental driver of future revenue growth for VECA is the successful identification and completion of its initial business combination with one or more operating businesses. Without this foundational step, VECA will not have an underlying business to generate revenue.
2. Growth Strategies of the Acquired Target Company: Once a business combination is completed, the revenue growth will be driven by the operational and strategic initiatives of the acquired company. VECA intends to focus its search on private companies in Asia that exhibit "compelling economics and clear paths to positive operating cash flow, significant assets, and successful management teams". The inherent growth potential of such a target, including its customer acquisition, market share expansion, and operational efficiencies, will directly contribute to VECA's future revenue.
3. Expansion into New Markets or Product/Service Offerings by the Target: The acquired company's plans for expanding its presence into new geographical markets or launching new products and services will be a key driver of revenue growth. The background information suggests a focus on Asian companies, which could leverage growth opportunities within that region or beyond.
4. Leveraging Access to U.S. Capital Markets: Vernal Capital Acquisition aims to provide its target business with access to the U.S. public capital markets. This access can enable the acquired company to secure funding for accelerated growth initiatives, such as research and development, capacity expansion, or strategic acquisitions, thereby fueling future revenue generation.

Share Issuance

• Vernal Capital Acquisition completed its initial public offering (IPO) in May 2026, issuing 10,000,000 units at $10.00 per unit, generating total gross proceeds of $100,000,000.
• Concurrently with the IPO, the company completed a private placement of 251,250 units to its sponsors, Vernal One Limited and Xesse Ventures Limited, at a price of $10.00 per unit, resulting in gross proceeds of $2,512,500.
• Prior to the IPO, the sponsors purchased an aggregate of 2,875,000 ordinary shares for a nominal price of $25,000.

Inbound Investments

• The company raised $100,000,000 in gross proceeds from its initial public offering in May 2026.
• An additional $2,512,500 was raised through a private placement to its sponsors simultaneous with the IPO.
• A total of $100,500,000 from the net proceeds of the IPO and the private placement has been deposited into a U.S.-based trust account.

Outbound Investments

• Vernal Capital Acquisition is a blank check company formed for the purpose of effecting a business combination but has not yet identified or completed any specific target acquisition.