ILLU SEC filings, in plain English
Everything Illumination Acquisition I has filed with the SEC that we hold — 28 filings, newest first, 26 with a plain-English summary of what changed and why it matters. Every row links to the primary document on EDGAR, so you can check the source rather than trust us.
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What changed: A joint filing agreement attached to a Schedule 13G/A amendment, functioning as a routine compliance exhibit under Rule 13d-1(k) of the Securities Exchange Act of 1934 to permit multiple affiliated holders to submit a single beneficial ownership statement. This document does not modify ILLUMINATION ACQUISITION CORP.’S redemption deadline of 2027-02-27, trust account structure, extension mechanics, business combination trajectory, or sponsor conduct. Dated August 13, 2026, the Joint Filing Agreement merely aggregates previously disclosed ownership among Magnetar Financial LLC, Magnetar Capital Partners LP, Supernova Management LLC, and David J. Snyderman. As executed by Hayley Stein acting as Attorney-in-fact for all named parties, the agreement confirms the election to file one consolidated Statement on Schedule 13G (referenced therein as dated June 30, 2026) on behalf of the entire group. No provisions affecting shareholder redemption elections, cashless calculation thresholds, or trust distribution priorities are altered or referenced. Why it matters: Although procedurally standard, the agreement verifies coordinated monitoring and aggregate reporting obligations by Magnetar-affiliated entities without triggering new corporate actions or altering ILLU’s SEARCHING status. The filing contains no operational, financial, or strategic representations; consequently, there are no claims regarding customer contracts, revenue forecasts, addressable market size, product development, commercial partnerships, pending litigation, or executive appointments attributable to company leadership, financial advisors, or sponsors. Investors tracking redemption windows, trust preservation, or extension voting will find zero material impact in this submission.
What changed: Quarterly Report (Form 10-Q) for the period ended May 31, 2026. First quarterly report since IPO. SPAC raised $230M (23M units at $10.00) plus $6.25M from 625K Private Placement Units. Trust holds $232.0M ($10.09/share). Cash outside trust is $0.82M. Net income of $1.84M for six months from $2.04M trust interest + $69K referral fee. No working capital loans outstanding. No business combination target announced. Deadline is 24 months from March 2, 2026 (Feb 2028). Why it matters: SPAC is freshly public with $10.09 trust per share, providing a strong floor for redemptions. With only $0.82M of working capital outside trust, the sponsor likely needs to fund due diligence costs. The $8.05M deferred underwriting fee is payable only upon deal completion. The Q1 filing shows clean mechanics — no redemptions yet, no extensions sought, no warrants triggered. Investors should watch for a target announcement and potential working capital loans from sponsor.
trust account, redeemable sharesnothing moved · 2 with no prior record of ours
- Trust account
- not previously extracted$232.0M
- Redeemable shares
- not previously extracted23.0M
The clause …“costs 32,300 Prepaid insurance long-term 46,875 Marketable Securities held in Trust Account 232,037,464 Total Assets $ 233,055,711 $ 32,300 Liabilities, Class A Ordinary Shares Subject to Possible Redemption, and Shareholders”…
The clause “200,000,000 shares authorized; 625,000 shares issued and outstanding (excluding 23,000,000 shares subject to possible redemption) as of May 31, 2026 and none as of November 30, 2025 63 Class B ordinary shares, $ 0.0001 par value;”…
Read from stored SEC filing text by a regex — no model is involved — and each side links to the filing it came from. “Not previously extracted” is a statement about our record, not about the company: the clause may be present in wording we do not match.
What changed: A routine compliance exhibit consisting of a joint filing agreement attached to a Schedule 13G beneficial ownership report for Illumination Acquisition Corp. I. The document does not report any adjustments to the SPAC’s redemption deadline, trust value per share, extension status, target acquisition progress, or sponsor conduct. Why it matters: For investors tracking the SPAC’s timeline, this May 13, 2026 joint agreement provides no new financial targets, revenue projections, partnership announcements, technology claims, or litigation disclosures. According to the signatories listed on the exhibit—Magnetar Financial LLC, Magnetar Capital Partners LP, Supernova Management LLC, and David J. Snyderman—the sole function is to aggregate their Section 13(d) reporting obligations onto a single schedule under Rule 13d-1(k) for holdings dated March 31, 2026. The attachment discloses no share counts, acquisition pipelines, customer contracts, or sponsor governance shifts, making it a standard administrative artifact rather than a catalyst for redemption timing or trust preservation decisions.
What changed: Quarterly report on Form 10-Q for the period ended February 28, 2026, filed by blank check company Illumination Acquisition Corp I, covering the period before its initial public offering (IPO) which closed on March 2, 2026. As of February 28, 2026, the company had no operations, no trust account, and a working capital deficit. The 10-Q describes the IPO terms that occurred shortly after quarter-end: $230M gross proceeds, 23M units at $10.00, full over-allotment exercised, and $230M deposited into trust. No business combination target announced. No sponsor loans or working capital loans outstanding. Executive officers have lock-up agreements. The deadline for a business combination is 24 months from the IPO closing (March 2, 2028). Why it matters: Establishes the baseline financial position of the SPAC prior to the IPO and confirms the trust size ($10.00 per share), the 24-month deadline, and sponsor commitments. Provides investors with the first quarterly update on the SPAC's formation and IPO consummation. No new redemption deadlines or deal progress updates, but important for context on the SPAC's starting position.
What changed: A Form 3 initial statement of beneficial ownership, explicitly identified in the filing as a routine compliance exhibit and an 'insider ownership report' submitted to the Securities and Exchange Commission. Per the self-disclosures attributed to Chief Operating Officer John DeMarais, the filing confirms he has 'No non-derivative transactions or holdings reported.' This updates the public equity ledger with a zero-balance entry, confirming no insider purchasing, selling, or derivative exercise has occurred, and provides no indication of adjustments to redemption mechanics, trust fund movements, extension voting schedules, or business combination execution activity. Why it matters: Investors tracking the SPAC timeline should interpret this filing as an administrative baseline for executive ownership rather than a signal of deal-phase strategy or sponsor conduct shifts. The document contains no substantive claims regarding customers, revenue, market size, strategy, technology, partnerships, litigation, or personnel; it consists entirely of the mandated registration of the COO’s executive title and the confirmed absence of reported non-derivative securities positions.
What changed: A Form 8-K submitted under Item 5.02 to report the appointment of an officer and related indemnification arrangements. The board of directors of Illumination Acquisition Corp I appointed John DeMarais as Chief Operating Officer effective April 13, 2026, and executed a standard indemnification agreement with him. The filing does not modify the trust balance (confirmed at $10.09 per share per registrant disclosures), extend the liquidation deadline (February 27, 2027), initiate a tender offer, or alter shareholder redemption mechanics. Why it matters: Per the 8-K, Mr. DeMarais brings experience supporting the sponsor of six completed SPAC business combinations and involvement in over 20 SPAC transactions covering capital raising, advisory, structuring, and execution. For a SPAC roughly ten months from its February 2027 expiration, adding an officer with proven SPAC deal-execution background signals active operational preparation for a merger. This staffing move typically precedes definitive agreements or reduces reliance on external advisors, making an imminent combination more probable without resorting to a trust extension or forced liquidation.
What changed: Form 3 insider ownership report filed on 2026-03-18 by director HELENEK ERIC for Illumination Acquisition Corp. I. The filing states that reporting person HELENEK ERIC recorded no non-derivative transactions or holdings. There is no change to insider equity positions, director-level share movements, or sponsor conduct indicators that would intersect with redemption thresholds, trust balance preservation, extension voting behavior, or deal timeline progression. Why it matters: In the context of a SEARCHING-period SPAC, this routine Form 3 confirms that internal leadership has not adjusted its personal equity stake during the active merger search window. According to the filing, the document does not advance claims regarding customer concentration, revenue projections, market sizing, strategic direction, technology roadmaps, third-party partnerships, pending litigation, or executive personnel shifts. By documenting a static director holding baseline, the disclosure leaves trust value trajectories and remaining deadline mechanics entirely driven by external sponsor diligence and pipeline development rather than internal share transfers.
What changed: A Form 8-K current report and accompanying press release announcing the consummation of the Company’s initial public offering and simultaneous private placement, accompanied by an audited balance sheet and detailed financial statement notes. The filing reports that on March 2, 2026, the Company closed its IPO by selling 23,000,000 Units at $10.00 per Unit, raising $230,000,000, and concurrently sold 625,000 Private Placement Units at $10.00 per unit for $6,250,000. Per the audited balance sheet, $230,000,000 was deposited into a Trust Account. The Company’s governing documents establish a 24-month Completion Window to complete an initial Business Combination. Underwriters fully exercised their 3,000,000-unit over-allotment option. Total transaction costs were $13,260,344, split between a $4,600,000 cash underwriting fee and an $8,050,000 deferred underwriting fee payable to BTIG, LLC upon merger completion. Per Note 4 and Note 5, Insiders hold 7,666,667 Class B ordinary shares acquired for $25,000; they have contractually waived redemption rights and rights to Trust Account liquidating distributions if the combination fails. An administrative services agreement mandates monthly payments of $20,000 to the Sponsor for office and support services. Up to $1,500,000 in Working Capital Loans remains available for future transaction financing. Why it matters: This filing sets the mechanical baseline for shareholder redemption economics and deal timelines. According to Note 1 in the financial statements, the Company has not identified a target and has not initiated substantive discussions regarding an initial Business Combination. The attached press release states the management team intends to focus on sectors including nuclear, artificial intelligence/high performance computing, technology, industrial growth, and financial services. The structural alignment of sponsor and public interests is explicit: insiders locked up Founder Shares until the later of one year post-combination or a $12.00 per share equity value threshold, while surrendering redemption claims on Trust funds in a failure scenario. Per Note 5, the Sponsor agreed to indemnify the Company if third-party claims reduce the Trust below the lesser of $10.00 per Public Share and the actual trust value, though the Company explicitly disavows verifying the Sponsor’s capacity to fulfill those indemnities. The $8,050,000 deferred underwriting liability and $20,000 monthly administrative drain represent mandatory cash outflows that must be covered by capital outside the Trust, directly impacting pre-merger liquidity and potentially necessitating additional sponsor or insider lending before a target is found.
What changed: Section 13(d) Schedule 13D — a statutory beneficial ownership report filed to disclose crossing the five percent reporting threshold under the Securities Exchange Act of 1934. The submitted excerpt contains only the form header and a system annotation noting that the structured holder table is excluded from this XML variant. Consequently, no data exists within this text to report on changes to redemption windows, trust valuation adjustments, extension vote schedules, merger negotiation milestones, or sponsor conduct metrics. Why it matters: Because the operative disclosure tables and the mandatory Purpose of Transaction narrative are omitted, this filing provides no actionable intelligence regarding Illumination Acquisition I’s target search, capital commitment timelines, or shareholder rights protections. Until the complete filing is published with all required exhibits, market participants cannot evaluate whether this 13D reflects institutional positioning ahead of a potential extension vote, secondary purchases unrelated to SPAC mechanics, or a change in control that would trigger amendment obligations. All subsequent analysis remains dependent on locating the full regulatory submission.
What changed: An 8-K Current Report filed solely to exhibit executed agreements and an amended charter in connection with a SPAC's initial public offering (IPO), which priced on February 26, 2026. The document reports the effectiveness of the S-1 registration statement for the SPAC's IPO and the entry into all customary IPO and formation documents. It also reports the appointment of four independent directors (James Manning, Paul Mann, Anthony DiGiandomenico, Eric Helenek) and the adoption of an amended and restated memorandum and articles of association. The IPO of 20,000,000 units at $10.00/unit raised $200,000,000, with an over-allotment option for up to 3,000,000 additional units. The trust account initially received $200,000,000, including $7,000,000 in deferred underwriting fees. Sponsor bought 365,000 private placement units at $10.00/unit ($3.65 million) and BTIG bought 200,000 private placement units at $10.00/unit ($2.0 million), with potential additional purchases upon over-allotment exercise. The SPAC has 24 months from closing to complete a Business Combination. Why it matters: This is the IPO closing filing. It establishes the trust value at $10.00 per public share, sets the 24-month deadline (February 2027), confirms the sponsor's $3.65m investment and BTIG's $2.0m investment, provides the full mechanics for redemptions, and shows a 7-person board with 4 independent directors. The filing is the definitive source for the trust agreement, warrant agreement, and all insider lock-up and voting commitments.
What changed: Final prospectus (424B4) for the initial public offering of Illumination Acquisition Corp I, a blank check SPAC, filed February 26, 2026. N/A – this is the IPO prospectus; no prior public filings exist for this SPAC. Why it matters: Establishes the SPAC's terms (trust $10.00 per share, 24‑month deadline from closing, redemption mechanics, sponsor economics, target focus) and provides the baseline for all future filings.
What changed: This is a Rule 461 correspondence submission from Illumination Acquisition Corp I to the SEC Division of Corporation Finance, formally requesting acceleration of the effectiveness of its Form S-1 Registration Statement (File No. 333-292445) so that it becomes effective at 4:00 p.m., Eastern Time, on February 26, 2026. The filing fast-tracks the registration review clock, potentially moving the capital markets debut forward without altering the stated redemption deadline of February 27, 2027 or the reported trust value per share of $10.09. No extension amendments, deal-target disclosures, redemption trigger mechanics, or sponsor governance changes are introduced. Chief Executive Officer John Lipman authored and signed the request, indicating continued sponsor-led progression toward pricing and initial trading while the SPAC remains in a SEARCHING capacity. Why it matters: Accelerating S-1 effectiveness preserves calendar runway before the February 27, 2027 liquidation horizon and may reduce the likelihood that the entity requires a trust extension or face forced redemption due to prolonged pre-combination overhead. The document contains no substantiated claims regarding customer concentration, historical or projected revenue, total addressable market size, proprietary technology, partnership formations, active litigation, or executive transitions. All numerical and chronological references—including File No. 333-292445, 570 Lexington Ave, 40th Floor, 4:00 p.m., and February 26, 2026—are drawn exclusively from the submitted correspondence. Because this is a procedural timing adjustment rather than a valuation, structural, or transactional disclosure, it does not materially shift investor redemption decision parameters, though it confirms sponsor-driven pacing ahead of the two-year anniversary cutoff.
What changed: A Securities and Exchange Commission correspondence letter withdrawing a request to accelerate the effective date of a Form S-1 Registration Statement for Illumination Acquisition Corp I. The registrant withdrew its February 25, 2026 request to accelerate the registration statement’s effective date to 4:00 p.m. Eastern Time on March 2, 2026, or as soon thereafter as practicable. No modifications to the SPAC’s redemption calendar, the stated trust value of $10.09 per share, the February 27, 2027 business combination deadline, extension mechanisms, target pursuit, or sponsor conduct were introduced in this filing. Why it matters: Withdrawing the acceleration request postpones the anticipated closing of Illumination Acquisition Corp I’s initial public offering relative to prior market expectations. A delayed effective date pushes back the transfer of underwriting proceeds into the trust account, which compresses the remaining operational window before the February 27, 2027 deadline and alters scheduling for underwriter compensation, regulatory listing, and post-offering operations. The filing contains no assertions regarding customers, revenue, market size, strategy, technology, partnerships, litigation, or financial projections. The only personnel reference identifies Chief Executive Officer John Lipman as the signatory who executed the withdrawal on behalf of the registrant. Because the document administratively pauses an earlier effective date without altering statutory redemption rights or trust mechanics, its materiality depends on whether the sponsor and underwriters subsequently revise their capital deployment timeline or target-identification milestones.
What changed: Form 3 insider ownership report filed with the SEC on 2026-02-26 for Illumination Acquisition Corp. I. The SEC filing states that director James Edward Manning reports 'No non-derivative transactions or holdings reported.' Accordingly, there are no alterations to his tracked equity positions, and the filing leaves unmodified the SPAC's redemptions framework, its trust account valuation mechanics, its ongoing search period, and any contemplated business combination pathway. Why it matters: Beyond the mechanical baseline, the document delivers a transparency checkpoint on director-level capital alignment. Because the Form 3 filing explicitly discloses that director James Edward Manning holds zero reported common shares or derivative contracts as of the filing date, the submission indicates he currently bears no direct market risk relative to the SPAC's ultimate outcome. For investors monitoring sponsor conduct, board alignment, and skin-in-the-game ahead of the stated expiration window, this routine compliance exhibit neither validates nor undermines management conviction; it simply establishes, through the reporting person's own attestation, that this specific officer maintains no tracked equity stake at the time of disclosure.
What changed: SEC Form 3 (Initial Statement of Beneficial Ownership) filed for director Anthony DiGiandomenico at Illumination Acquisition Corp. I. The filing explicitly states 'No non-derivative transactions or holdings reported.' Consequently, no insider shares were purchased, sold, or newly established, leaving the trust reserve mechanics, redemption exposure, and business combination timeline unaffected by director-level trades. Why it matters: This filing operates as a standard regulatory baseline rather than a signal of strategic positioning or capital deployment. Because the reporting director disclosed zero positions, the document offers no data on how management intends to preserve trust value, absorb redemptions, or fund an extension vote near the deadline. It also contains no claims regarding customers, revenue targets, market size, technology development, partnership pipelines, litigation exposure, or personnel changes, meaning investor evaluation of deal progress or sponsor conduct must rely on subsequent operational or definitive merger filings.
What changed: SEC Form 3, a routine compliance exhibit and insider ownership report filed for director Paul Elliot Mann regarding Illumination Acquisition Corp. I. The filing reports zero non-derivative transactions or holdings changes for the reporting period. It contains no updates, metrics, or statements regarding redemption deadlines, trust account valuation, merger extensions, target-deal progress, or sponsor conduct. Why it matters: For shareholders monitoring ILLU’s redemption mechanics, this null submission confirms the named director took no equity action during the cycle. Because the SEC form discloses no purchases, sales, or conversions, it offers no forward-looking signal regarding a business combination timeline, working-capital adjustments, or liquidity events. The company’s operational search and expiration schedule proceed unchanged, making this filing informational rather than material to redemption decisions.
What changed: A Form 3 — Initial Statement of Beneficial Ownership by Insider, classified as a routine SEC compliance exhibit. The filing discloses an indirect holding of 365,000 shares reported by Illumination Acquisition 1 Sponsor LLC, John C. Lipman (Director, CEO), and David I. Rosenberg (Director, Chairman). Regarding the specified operational mechanics, this submission contains no modifications to the redemption window, trust preservation rules, extension procedures, business combination progress, or sponsor voting thresholds beyond this initial equity registration. Why it matters: As an opening ownership snapshot, the filing establishes the baseline promote allocation retained by the sponsor and executive leadership at inception. Per the document’s own reporting, the sponsor and directors hold 365,000 shares indirectly, which sets their pre-combination economic and voting alignment. The exhibit makes zero assertions regarding customers, revenue projections, market sizing, strategic direction, technological assets, partnership frameworks, ongoing litigation, or subsequent personnel adjustments. Because it is a static initial registration rather than a transactional or governance amendment, it generates no immediate triggers for shareholder redemption decisions or trust recalibration, leaving the stated deadline and per-share trust amount untouched by this particular filing.
What changed: This document is a regulatory correspondence (CORRESP) from underwriters submitting a formal request to accelerate the effectiveness of Illumination Acquisition Corp I’s Form S-1 registration statement. Underwriter BTIG, LLC, through Managing Director Paul Wood, asserts compliance with Rule 15c2-8 and requests that the SEC accelerate Registration Statement File No. 333-292445 to become effective at 4:00 p.m. Eastern time on February 26, 2026. The filing further states that BTIG will distribute copies of the preliminary prospectus to reasonably anticipated dealers participating in the distribution. No changes to redemption calendars, trust account valuations, extension mechanisms, deal progress, or sponsor conduct are reported in this text. Why it matters: Securing acceleration of the registration statement moves the offering toward pricing and public distribution, which structurally precedes capital deployment and any potential business combination prior to the tracked February 27, 2027 deadline. Because the correspondence contains zero claims regarding customers, revenue, market size, strategy, technology, partnerships, litigation, or executive commentary, its substantive weight rests entirely on procedural timing rather than commercial or mechanical shifts. All assertions and compliance declarations remain attributable to the underwriter signatory; the filing provides no new data on trust composition, shareholder redemption exposure, or target evaluation status.
What changed: A correspondence (CORRESP) containing an underwriter’s letter to the Securities and Exchange Commission’s Division of Corporation Finance formally withdrawing a prior request to accelerate the effective date of Illumination Acquisition Corp I’s Form S-1 registration statement (File No. 333-292445). Per the letter signed by Paul Wood, Managing Director at BTIG, LLC, BTIG withdrew its February 25, 2026 request that the SEC accelerate the S-1 effective date to 4:00 p.m. ET on March 2, 2026, stating the request is withdrawn ‘until further notice.’ This action does not modify any redemption deadlines or trust share values contained in your parameters; it exclusively alters the anticipated registration effectiveness window, which governs when IPO proceeds would first deposit into the trust account and begin counting toward the business combination timeline. Why it matters: Withdrawals of acceleration requests typically signal adjustments in underwriting syndicate coordination, market timing, or strategic pacing ahead of anticipated Division of Corporation Finance comments. Pushing the S-1 effectiveness later delays initial public offering capitalization, which extends the pre-operation phase without consuming any time remaining before the February 27, 2027 business combination expiration noted in your tracker. The filing contains no claims regarding customers, revenue, market size, strategy, technology, partnerships, litigation, or personnel.
What changed: A Form 8-A filed pursuant to Section 12(b) of the Securities Exchange Act of 1934 to register Units, Class A ordinary shares (par value $0.0001 per share), and redeemable warrants for listing on The Nasdaq Stock Market LLC. This filing formally registers the company’s capital structure components and incorporates by reference the security descriptions from the registration statement initially filed on December 23, 2025 (File No. 333-292445). The document specifies that each warrant is exercisable to purchase one Class A ordinary share at an exercise price of $11.50 per share. Chief Executive Officer John Lipman executed the filing on February 26, 2026. The text contains no revisions to SPAC redemption mechanics, trust account valuation protocols, business combination deadlines, extension procedures, target identification status, or sponsor governance practices. All substantive terms referenced are carried forward verbatim from the December 23, 2025 registration statement. Why it matters: For investors monitoring ILLU’s redemption calendar, trust value maintenance, extension timeline, deal progress, and sponsor conduct, this submission delivers no new operational or financial disclosures. It confirms Nasdaq listing authorization for the existing unit, share, and warrant structure, but explicitly defers to the December 23, 2025 registration statement for all descriptions of rights and obligations. The $11.50 warrant strike price defines the maximum cash consideration required per share upon exercise, yet the filing attributes all forward-looking statements, customer claims, revenue projections, market sizing, technology roadmaps, partnership frameworks, and litigation positions to that prior filing rather than introducing independent assertions. Consequently, while mechanically necessary for exchange compliance, this 8-A neither alters the firm’s $10.09 per-share trust baseline nor advances the February 27, 2027 liquidation deadline; substantive updates will require subsequent prospectus supplements, proxy materials, or 8-K reports.
What changed: Form 3 — an insider ownership report filed pursuant to Section 16(a) of the Securities Exchange Act. This is a routine compliance exhibit. The filing states that Illumination Acquisition Corp. I’s director and CFO, Steven Neil Kaplan, reported zero non-derivative transactions or holdings. The document contains no claims regarding deal progress, redemption deadlines, trust value adjustments, extensions, or sponsor conduct. It also discloses no substantive information concerning customers, revenue, market size, strategy, technology, partnerships, litigation, or personnel changes beyond the standard executive designation. Why it matters: For investors tracking Illumination Acquisition I, which is currently in a search status with a trust/share value of $10.09 and a business combination deadline of 2027-02-27, this static Form 3 confirms that a named executive has not executed any public market acquisitions or dispositions since the prior disclosure period. In a pre-combination SPAC, the absence of open-market purchases by directors or officers indicates no new insider capital deployment signaling near-term valuation support, nor are there sales reflecting reduced personal exposure. Because the filing introduces no new terms, does not alter the redemption calendar, and contains no operational or strategic disclosures, it does not mechanically change the trust dynamics or timeline. However, the confirmed static positioning of a principal executive remains a relevant baseline for monitoring sponsor alignment and capital commitment ahead of any future target announcements or extension votes.
What changed: A routine underwriter correspondence submitting a formal request to accelerate the effective date of the Company’s proposed initial public offering (Form S-1). BTIG, LLC Managing Director Paul Wood transmitted a compliance acknowledgment under Rule 15c2-8 and requested that the SEC accelerate the S-1 effective date to 4:00 p.m. Eastern time on March 2, 2026. Bearing on the tracked mechanics: the SPAC remains in SEARCHING status. The filing introduces no amendments to redemption deadlines, trust account valuation protocols, extension mechanisms, business combination targets, or sponsor governance arrangements. Why it matters: The correspondence anchors the capital raise timeline, signaling that proceeds will likely enter the trust account around March 2, 2026, rather than remaining in pre-offering limbo. Because the text contains zero disclosures regarding customer concentration, revenue projections, market size estimates, strategic pivots, technological infrastructure, commercial partnerships, active litigation, or executive appointments, its substantive weight lies entirely in scheduling. Paul Wood and the underwriters explicitly frame this as a procedural step to secure adequate preliminary prospectus distribution and comply with Securities Act requirements. For investors mapping redemption clocks and trust accrual, this document merely establishes the starting point for the public unit offering; subsequent filings will dictate whether the March 2026 trust builds up, dilutes, or transitions into a search extension.
What changed: A Securities and Exchange Commission correspondence filing (CORRESP) submitted by Illumination Acquisition Corp I through Chief Executive Officer John Lipman, formally requesting accelerated effectiveness for the company’s Form S-1 registration statement. The correspondence contains no adjustments to the SPAC’s redemption calendar, trust value, extension provisions, deal progress, or sponsor conduct. It does request that the referenced Form S-1 registration statement (File No. 333-292445) be accelerated so that it becomes effective at 4:00 p.m., Eastern Time, on March 2, 2026, or as soon thereafter as practicable. The existing redemption rights remain tied to the original liquidation deadline of February 27, 2027, and the previously reported trust account value of $10.09 per share is neither referenced nor modified by this filing. Why it matters: Requesting S-1 acceleration is a routine regulatory step that typically signals management intends to advance capital-market activities (such as an IPO or registered secondary offerings) that precede or fund the business-combination phase. This procedural move does not extend the February 27, 2027, deadline, nor does it alter the $10.09 per share trust balance. No substantive operational disclosures are included in the letter: there are no claims or data attributed to executive leadership or the company regarding customers, revenue, market size, strategy, technology, partnerships, litigation, or personnel.
What changed: Amendment No. 1 to the Form S-1 registration statement of Illumination Acquisition Corp I, containing a preliminary prospectus for its proposed $200,000,000 SPAC IPO of 20,000,000 units at $10.00 per unit, with an option for up to 3,000,000 additional units. It is a pre-effective IPO registration document, not a merger agreement or de-SPAC filing, and it states that no target has been selected and no substantive target discussions have occurred. The amendment, dated February 24, 2026, updates the S-1 with the current preliminary prospectus and exhibits. Key terms disclosed: each unit consists of one Class A ordinary share and one-third of one warrant; $200,000,000 would be placed in trust ($230,000,000 if the over-allotment option is exercised in full); BTIG is sole book-running manager, with $0.20 per unit upfront commission and up to $0.35 per unit deferred commission; sponsor and BTIG committed to buy 565,000 private placement units for $5,650,000 in aggregate; 7,666,667 founder shares were issued for $25,000, or approximately $0.003 per share; audited financial statements as of November 30, 2025 are included; and forms of underwriting agreement, trust agreement, warrant agreement, registration rights agreement, letter agreement, indemnification agreement, code of ethics and committee charters are filed as exhibits. Why it matters: For redemption-calendar and sponsor-conduct tracking, this filing establishes the core SPAC mechanics ahead of the IPO: $10.00 per unit goes into the trust account; public shareholders get redemption rights at the de-SPAC or in liquidation; the completion window is 24 months from closing of the offering, with extension only via shareholder vote and associated redemption rights; sponsor, officers and directors waive redemption and trust liquidation rights as to founder and private placement shares; founder shares convert with anti-dilution protection that can result in greater-than-one-for-one conversion; public redemptions are capped at 15% per beneficial owner group if a shareholder vote is used; and no maximum redemption threshold is set. The filing also discloses that eleven non-managing sponsor investors have non-binding interests to purchase up to approximately $91.0 million of units, or up to approximately 39.5% of the offering, and to obtain founder/private-placement interests at nominal cost, creating potential misalignment with public shareholders. No target, extension, or change to the 24-month post-closing completion window is announced.
What changed: SEC Division of Corporation Finance Office of Real Estate & Construction correspondence (administrative no-review letter regarding a December 23, 2025 Form S-1). The SEC staff stated it 'has not reviewed and will not review' the referenced registration statement and directed management to consult Rules 460 and 461 for requests regarding acceleration of effectiveness. The correspondence introduces no modifications to the $10.09 trust per share, the February 27, 2027 termination deadline, or any extension, redemption, or merger mechanics. Why it matters: This note confirms the registration statement remains administratively non-effective without substantive SEC engagement, preserving the sponsor's uninterrupted target search under the existing calendar. The explicit non-review signals no regulatory friction or accelerated deal timing, meaning the $10.09-per-share trust valuation and February 27, 2027 expiration window operate unchanged. As the staff reminded CEO John Lipman, the company and management retain full responsibility for disclosure accuracy, making this a procedural checkpoint rather than a substantive financing or transaction update.
What changed: Registration Statement on Form S-1 (preliminary prospectus) for the initial public offering of Illumination Acquisition Corp I, a blank check company formed to effect a merger or acquisition. Initial filing of the S-1 registration statement; no prior filings exist for this SPAC. Why it matters: Establishes the full terms of the SPAC IPO: $200M trust ($10.00 per unit), 24-month deadline to complete a business combination, redemption rights for public shareholders, sponsor compensation (founder shares at ~$0.003, private placement units at $10.00), lock-up provisions, dilution tables, and management team details. No target business has been selected.
In plain English
Redemption deadlinethe last day to hand shares back for cash
Set by the filing that calls the meeting. Tender after it and the company is under no obligation to pay you the trust value.
Cash in trust / trust per sharethe cash the company is holding for each public share
Filed quarterly in the 10-Q's XBRL. It earns interest between filings, so the figure on a given day is slightly higher than the last filed one — where we show that we label it an estimate.
Accession numberthe SEC's unique id for one filing
Every figure on this page carries the accession of the filing that states it, so you can open the primary document rather than trust us.