Cantor Equity Partners (CEP) Proxy Filing summary

Executive summary

• Entered into a business combination agreement with BSTR Holdings, Inc. and related entities, aiming to merge and create a publicly traded company, Pubco, with multiple PIPE and convertible note financings committed at closing.

• Raised $200 million in an initial public offering and $5 million in a private placement, with proceeds placed in a trust account for a future business combination.

• As of September 30, 2025, had $25,000 in cash, a working capital deficit of $417,000, and $205.5 million in trust account assets, primarily in U.S. government securities.

• Net income for the nine months ended September 30, 2025, was $4.1 million, driven by $5.5 million in interest income from trust investments, offset by administrative expenses and a $570,000 loss from forward sale securities valuation.

• If unable to complete the business combination by January 8, 2027, will redeem public shares and liquidate, with sponsor waiving rights to liquidation distributions on founder and private placement shares.

Voting matters and shareholder proposals

• Shareholders will have the opportunity to redeem shares in connection with the business combination, either via meeting or tender offer, with redemption value initially set at $10.15 per share.

• Amendments affecting redemption rights or pre-business combination activities require shareholder approval and redemption opportunity.

Board of directors and corporate governance

• Only holders of Class B shares may vote on director appointments and company continuance outside the Cayman Islands prior to the business combination.

• Independent directors receive cash compensation, with $74,000 recognized for the nine months ended September 30, 2025.