Pershing Square USA, Ltd. (“PSUS”), a closed end investment company managed by Pershing Square Capital Management, L.P. (“PSCM”), announced that it has publicly filed with the U.S. Securities and Exchange Commission (the “SEC”) a registration statement on Form N-2 (the “N-2 Registration Statement”) relating to a proposed initial public offering (the “PSUS IPO”) of its common shares of beneficial interest (the “PSUS Shares”).

Concurrently with the filing of the N-2 Registration Statement, Pershing Square Inc. (“PSI”), the prospective parent company of PSCM, publicly filed a registration statement on Form S-1 (the “S-1 Registration Statement,” and together with the N-2 Registration Statement, the “Registration Statements”) with the SEC relating to a proposed initial public offering (the “PSI IPO,” and together with the PSUS IPO, the “Combined IPO”) of its common stock (the “PSI Shares”).

The PSUS Shares are being offered at a price of $50.00 per PSUS Share and investors in the PSUS IPO will receive, for no additional consideration, 20 PSI Shares for every 100 PSUS Shares purchased. PSUS is seeking an aggregate offering size of at least $5,000,000,000 (inclusive of the gross commitments of $2.8 billion from a private placement which will be settled concurrently with, and will be contingent upon, the closing of the Combined IPO).

PSUS does not intend to increase the aggregate offering size such that the gross proceeds from the PSUS IPO and the private placement would be in excess of $10,000,000,000 (before any exercise of the underwriters’ overallotment option). PSUS intends to invest the net proceeds of the PSUS IPO in accordance with its investment objective and policies. All of the net proceeds of the Combined IPO will be received by PSUS and the Combined IPO will not result in any proceeds to PSI.

If the Combined IPO is completed, it is expected that both the PSUS Shares and the PSI Shares will be listed on the New York Stock Exchange under the symbols “PSUS“ and “PS,” respectively.

The Combined IPO is subject to market and other conditions and the completion of the SEC’s review process of the Registration Statements and there can be no assurance as to whether or when the Combined IPO may be completed or as to the actual size or other terms of the Combined IPO.

Citigroup Global Markets Inc., UBS Investment Bank, BofA Securities, Inc., Jefferies LLC and Wells Fargo Securities, LLC are acting as global coordinators and bookrunners for the Combined IPO.

Source: Pershing Square

Today, Pershing Square Inc. (PSI), an alternative asset management company, filed to go public along with Pershing Square USA, Ltd. (PSUS) a new closed ended investment company managed by Pershing Square. 
 
In the combined offering, investors in the IPO of PSUS will receive…

— Bill Ackman (@BillAckman) March 10, 2026