Michael Klein’s SPAC Churchill Capital XII files for a $300 million IPO
IPO Overview
Churchill Capital XII, a blank check company founded by dealmaker and former Citi executive Michael Klein, filed on Thursday with the SEC to raise up to $300 million in an initial public offering.
The company plans to raise $300 million by offering 30 million units at $10. Each unit contains one share of common stock and one-tenth of one warrant, exercisable at $11.50.
The company is led by CEO and Chairman Michael Klein, the founder and Managing Partner of strategic advisory firm M. Klein and Company. He previously held various roles at Citi and Salomon Smith Barney. He is joined by CFO Jay Taragin, the CFO of M. Klein and Company. The SPAC plans to target businesses that have recurring revenue, potential to generate stable free cash flow, potential to grow through additional acquisitions, are sourced through Churchill’s proprietary channels, and have a committed and capable management team, among other characteristics.
Klein’s most recent SPACs include Churchill Capital XI （CCXU; +2% from $10 offer price）， which went public in December 2026, Churchill Capital X which is merged with quantum computer developer Infleqtion （INFQ; +37%）， Churchill Capital Corp IX （CCIX; +7%）， which is pending a merger with autonomous trucking software developer PlusAI, and Churchill Capital Corp VII （CVII）， Churchill Capital VI （CCVI.U）， and Churchill Capital V （CCV.U） which have all liquidated. Other past SPACs include Churchill Capital Corp IV, which merged with EV maker Lucid （LCID; +3%） in 2021, and Churchill Capital Corp III, which merged with healthcare services provider MultiPlan （now Claritev; CTEV; +75%） in 2020.
The New York, NY-based company was founded in 2025. It plans to list on the Nasdaq under the symbol CXIIU. Citi is the sole bookrunner on the deal.
About the Company
We are a blank check company incorporated as a Cayman Islands exempted company and formed for the purpose of effecting a merger, amalgamation, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses, which we refer to throughout this prospectus as our initial business combination. /We have not selected any business combination target and we have not, nor has anyone on our behalf, initiated any substantive discussions, directly or indirectly, with any business combination target. We may pursue an initial business combination in any business or industry but expect to focus on a target in an industry where we believe our management team and founder’s expertise will provide us with a competitive advantage. Our founder, Michael Klein, is also the founder and managing partner of M. Klein and Company, which he founded in 2012. M. Klein and Company is a global strategic advisory firm that provides its clients a variety of advice tailored to their objectives. Mr. Klein is a strategic advisor to global companies, boards of directors, senior executives, governments, and institutional investors. Mr. Klein’s background in strategic advisory work was built during his 35-year career, including more than two decades at Citi and its predecessors, during which he initiated and executed strategic advisory transactions.
