INAC SEC filings, in plain English
Everything Indigo Acquisition Corp. has filed with the SEC that we hold — 37 filings, newest first, 35 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: Quarterly Report on Form 10-Q for the quarter ended June 30, 2026, filed by Indigo Acquisition Corp. (INAC), a blank check company searching for a business combination. Trust account value increased from $117,298,371 (Dec 31, 2025) to $119,382,477 (Jun 30, 2026) due to interest income of $2,084,106. Redemption value per share increased from $10.20 to $10.38. The Company reported net income of $1,801,126 for the six months, compared to a net loss of $197,509 in the prior year period. No business combination was announced. The Company continues to search for a target. The going concern disclosure remains, with the deadline of April 2, 2027 unchanged. Why it matters: This filing confirms the SPAC is still active, trust value is growing, and no deal has been reached. The trust per share is $10.38, above the $10.00 IPO price, providing a slight premium for redemptions. The deadline is approximately 8 months away, so time pressure is increasing. The going concern disclosure indicates risk if no deal is completed. The filing also updates the financial position and confirms no material changes in sponsor conduct.
What changed vs 2026-05-11trust $118.3M → $119.4M +1%trust account, combination deadline, going-concern doubt +11 moved · 3 with no prior record of ours
- Trust account
- $118.3M$119.4M
- Combination deadline
- 2027-04-02 · unchanged
- Going-concern doubt
- stated · unchanged
- Sponsor loans outstanding
- $1K · unchanged
SpacBrain reads this as $1,048,125 was added to the trust between the two filings.
The clause “60,128 Prepaid insurance, net of current portion — 25,463 Marketable securities held in Trust Account 119,382,477 117,298,371 Total Assets $ 119,876,906 $ 118,083,962 LIABILITIES AND SHAREHOLDERS’ DEFICIT Current Liabilities: Accounts”…
The clause …“funds to execute its business strategy, there is a possibility that the Business Combination might not happen by April 2, 2027. In connection with the Company’s assessment of going concern considerations in accordance with ASC”…
The clause …“of the Company. Management has determined that the liquidity condition raises substantial doubt about the Company’s ability to continue as a going concern. No adjustments have been made to the carrying amounts of assets or liabilities”…
The clause …“Initial Public Offering. On July 2, 2025, the Company repaid $ 174,000 of the outstanding balance of the Promissory Note and on July 7, 2025, the Company repaid the remaining $ 1,000 to the Sponsor and such Promissory Notes were”…
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: Quarterly report on Form 10-Q for the period ended March 31, 2026. INAC remains a pre-deal SPAC searching for a target. Trust value per share rose from $10.20 at December 31, 2025 to $10.29 at March 31, 2026 due to interest income. Net income of $873,606 was recorded for the quarter, entirely from trust interest of $1,035,981 offset by $162,375 in formation/operating costs. Cash used in operations was $208,447. Working capital surplus was $536,401. The company reiterated that it has until April 2, 2027 to complete a business combination and disclosed a going concern qualification. No change in redemption mechanics or deadline. No deal announcement. Why it matters: The trust per-share value ($10.29) is material for holders considering redemption at deal time. The company has a cash burn of ~$208k/quarter and a limited working capital cushion. The going concern disclosure flags that failure to close a deal by April 2027 triggers mandatory liquidation. No sponsor loans were outstanding, indicating no new related-party financing was needed this quarter.
What changed vs 2025-11-13trust $116.2M → $118.3M +2%trust account, combination deadline, going-concern doubt +11 moved · 3 with no prior record of ours
- Trust account
- $116.2M$118.3M
- Combination deadline
- 2027-04-02 · unchanged
- Going-concern doubt
- stated · unchanged
- Sponsor loans outstanding
- $1K · unchanged
SpacBrain reads this as $2,169,140 was added to the trust between the two filings.
The clause “28 Prepaid insurance, net of current portion 2,773 25,463 Marketable securities held in Trust Account 118,334,352 117,298,371 Total Assets $ 118,951,944 $ 118,083,962 LIABILITIES AND SHAREHOLDERS’ DEFICIT Current Liabilities: Accounts”…
The clause …“funds to execute its business strategy, there is a possibility that the Business Combination might not happen by April 2, 2027. In connection with the Company’s assessment of going concern considerations in accordance with ASC”…
The clause …“of the Company. Management has determined that the liquidity condition raises substantial doubt about the Company’s ability to continue as a going concern. No adjustments have been made to the carrying amounts of assets or liabilities”…
The clause …“the Promissory Note. On July 2, 2025, the Company repaid $ 174,000 of the outstanding balance of the Promissory Note and on July 7, 2025, the Company repaid the remaining $ 1,000 to the Sponsor and such Promissory Notes were”…
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: Annual Report on Form 10-K for the fiscal year ended December 31, 2025, filed by Indigo Acquisition Corp. (INAC), a blank check company that completed its IPO in July 2025 and is searching for a business combination. The company completed its IPO and over-allotment in July 2025, raising $115 million in trust. As of December 31, 2025, trust account held $117.3 million ($10.20 per public share). The company reported net income of $1.82 million, primarily from interest income on trust assets. Operating expenses were $367,996. Management identified substantial doubt about the company's ability to continue as a going concern if a business combination is not completed by the April 2, 2027 deadline. No business combination has been announced. The filing also details sponsor share transfers, share-based compensation, and related party transactions. Why it matters: This is the first annual report since the IPO, providing the initial financial baseline post-offering. It confirms the trust value per share ($10.20), the deadline (April 2, 2027), and the absence of a target. The going concern warning highlights the time pressure. Investors can assess the company's cash burn rate and the potential for redemption if no deal is reached. The filing also contains detailed risk factors and management's discussion.
What changed: A Schedule 13G/A amendment filing updating beneficial ownership disclosures for Bank of Montreal, Bank of Montreal Holding Inc., and BMO Nesbitt Burns Inc. This document is a Schedule 13G/A amendment reporting the current beneficial ownership posture of the BMO-affiliated reporting group. The excerpt provided does not disclose the revised aggregate share count, ownership percentage, or any allocation between sole and shared voting or investment power. Regarding SPAC mechanics, the text contains zero references to the trust account valuation per share, redemption windows, extension votes or supplemental payments, target identification progress, or sponsor compensation and conduct. The filing merely amends the SEC's ownership register to align with the reporting entities' latest custody and brokerage aggregations, leaving corporate liquidation parameters and merger timelines untouched. Why it matters: Although the excerpt omits precise thresholds, 13G/A filings from major institutional conduits frequently mirror aggregated client positioning that can presage liquidity behavior ahead of deadline horizons. According to the filing excerpt, the amendment tracks passive or semi-passive accumulation by Canadian banking intermediaries rather than active campaign coordination. Should the underlying data reflect sustained holding near regulatory reporting floors, it may signal institutional conviction that could stabilize secondary pricing or dampen redemption waves during subsequent proxy periods. Absent explicit share metrics, voting reallocations, or sponsor communications in the text, however, the document cannot independently validate execution capability, predict extension likelihood, or indicate activist intent. Continued monitoring of subsequent 13D/G filings and proxy materials remains essential to translate this routine ownership register update into actionable redemption or hold guidance.
What changed: SEC Schedule 13G/A (amended beneficial ownership report). The provided excerpt lists only three reporting entities (Bank of Montreal, Bank of Montreal Holding Inc., BMO Nesbitt Burns Inc.) and contains no amendment data, share quantities, acquisition purposes, or threshold calculations. It introduces zero changes to INAC’s redemption mechanics, its $10.38 per-share trust balance, or its April 2, 2027 business-combination deadline. Why it matters: This truncated regulatory header cannot track extension voting, sponsor conduct, or target-search progression. No claims regarding customers, revenue, market size, strategy, technology, partnerships, litigation, or personnel are present in the text, meaning there are no attributed assertions or operational disclosures to evaluate. Until the full 13G/A schedules are reviewed, this filing holds no actionable weight for investors monitoring capital structure or liquidation timelines.
What changed: A Joint Filing Agreement (Exhibit A) attached to a Schedule 13G/A beneficial ownership report, signed by the listed Harraden Circle entities and Frederick V. Fortmiller, Jr., who mutually designate a single representative to file the beneficial ownership statement and any amendments under Rule 13d-1(k). The filing updates only the joint reporting authorization for a prior 13G position. It contains no disclosures affecting the SPAC’s redemption deadline, trust value per share, extension votes, deal progress, or sponsor conduct. Why it matters: The signatories consolidate their positions for regulatory purposes, meaning their combined stake will be tracked as one block rather than individually, which can affect threshold calculations and voting attribution if a business combination proceeds. The document makes no claims regarding customers, revenue, market size, strategy, technology, partnerships, litigation, or personnel; the sole specific datum included is the execution date of November 14, 2025.
What changed: Quarterly report on Form 10-Q for Indigo Acquisition Corp. for the quarter ended September 30, 2025, filed November 13, 2025 — the first quarterly report after its July 2025 IPO, containing unaudited financial statements and management’s discussion. The company completed its IPO on July 2, 2025 (10,000,000 units at $10.00 per unit) and the underwriters’ over-allotment on July 11, 2025 (1,500,000 additional units), plus 380,000 private placement units to the Sponsor and EarlyBirdCapital; $115,000,000 was placed in the trust account, which had grown to $116,165,212 as of September 30, 2025, including approximately $1,165,212 of interest. The balance sheet shows 11,500,000 public shares subject to possible redemption at $10.10 per share. There is no announced business combination or extension proposal; the company states it initially has until April 2, 2027 to consummate a business combination, and management disclosed substantial doubt about going concern if no deal is completed by that date. The over-allotment exercise also made 375,000 founder shares no longer subject to forfeiture. Why it matters: This filing establishes the post-IPO redemption baseline for tracking the deadline: public shareholders face a combination deadline of April 2, 2027 (assuming no extension), with trust assets of $116,165,212 and a stated per-share redemption value of $10.10 as of September 30, 2025. There is no target, deal agreement, or extension amendment yet, so investors should watch for a proxy/tender offer or a charter amendment to extend the deadline. It also confirms Sponsor/EBC waivers of redemption and liquidation rights on founder/private shares and that rights will expire worthless if no combination occurs.
What changed vs 2025-08-13going concern APPEAREDgoing-concern doubt, trust account, combination deadline +11 moved · 3 with no prior record of ours
- Going-concern doubt
- not statedstated
- Trust account
- not previously extracted$116.2M
- Combination deadline
- not previously extracted2027-04-02
- Sponsor loans outstanding
- $1K · unchanged
SpacBrain reads this as the substantial-doubt sentence is in this filing and not in the previous one.
The clause …“of the Company. Management has determined that the liquidity condition raises substantial doubt about the Company’s ability to continue as a going concern. No adjustments have been made to the carrying amounts of assets or liabilities”…
The clause “1,650 Prepaid insurance, net of current portion 48,152 — Marketable securities held in Trust Account 116,165,212 — Deferred offering costs — 613 Total Assets $ 117,068,727 $ 2,263 LIABILITIES AND SHAREHOLDERS’ DEFICIT Current”…
The clause …“bank account and working capital surplus of $ 780,033 . The Company initially has until April 2, 2027 to consummate the initial Business Combination (assume no extensions). If the Company does not complete a Business Combination, the”…
The clause …“the Promissory Note. On July 2, 2025, the Company repaid $ 174,000 of the outstanding balance of the Promissory Note and on July 7, 2025, the Company repaid the remaining $ 1,000 to the Sponsor. Borrowings under the Promissory Note”…
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 Schedule 13G beneficial ownership report listing Wealthspring Capital LLC and Matthew Simpson as holders of the registrant’s securities. The filing excerpt identifies two named parties as maintaining beneficial ownership positions, but discloses no share quantities, percentages, transaction dates, purchase prices, or stated purposes for the holdings. It contains zero references to redemption windows, trust account activity, extension mechanisms, or sponsor governance. Why it matters: Schedule 13G filings function as public notice that an investor or group holds more than five percent of a registered equity class or has acquired voting or investment power over the shares. For shareholders tracking the business combination deadline, cash distribution mechanics, or sponsor alignment, this document does not modify any timeline, pricing benchmark, or operational mandate. The absence of numerical data, dates, or strategic commentary in the excerpt indicates routine ownership reporting rather than a catalyst for redemption behavior, trust preservation efforts, or deal execution progress. If full page content is available, those sections would reveal whether Wealthspring Capital LLC or Matthew Simpson crossed the statutory reporting threshold, acquired additional positions, or exercised independent voting authority, but the provided text supplies no such mechanics or operational substance.
What changed: Quarterly Report on Form 10-Q for Indigo Acquisition Corp. for the period ended June 30, 2025. This is the SPAC's first 10-Q, covering the period from inception (June 7, 2024) through June 30, 2025. The company had not yet completed its IPO at quarter-end. Post-quarter-end, on July 2, 2025, it consummated its IPO of 10,000,000 units at $10.00/unit ($100M gross) and a private placement of 350,000 units at $10.00/unit ($3.5M). On July 11, 2025, the underwriters fully exercised their over-allotment, adding 1,500,000 units ($15M) and 30,000 additional private placement units ($300K), bringing total trust proceeds to $115M. The deadline to complete a business combination is 21 months from the IPO closing (April 2, 2027). The company had a net loss of $197,509 for the six months ended June 30, 2025, including $108,750 in share-based compensation. The sponsor transferred 105,000 ordinary shares to an independent party and EBC transferred 190,379 shares to EBCH Indigo LLC on June 30, 2025. Why it matters: This filing establishes the baseline trust value ($10.00/share), the IPO and private placement structure, and the sponsor's ownership and lock-up terms. It confirms the search status and the available trust per share for redemptions. The disclosure of share transfers to non-managing investors, using a valuation of $1.96 per share with a 23% probability of a business combination and a 13% discount for lack of marketability, highlights the significant compensation costs embedded in the sponsor's promote structure.
What changed: Schedule 13D — beneficial ownership report identifying substantial equity positions in Indigo Acquisition Corp. The provided excerpt lists only the filing designation and a platform note stating a structured holder table is missing from this XML variant. It contains no beneficiary names, share counts, percentage thresholds, or purchase dates. Accordingly, it reports no activity against the 2027-04-02 redemption deadline, no trust account balance or per-share redemption value adjustments, no extension voting procedures, no target discovery milestones, and no sponsor conduct updates. No parties attribute claims regarding business operations, customer bases, revenue streams, market sizing, technology roadmaps, partnership agreements, litigation posture, or personnel changes within the supplied text. Why it matters: A Schedule 13D procedurally alerts the market that a person or group has acquired beneficial ownership exceeding five percent of the class, which can alter liquidity dynamics, dilution calculations, and sponsor oversight in a SEARCHING SPAC. Because the excerpt omits the mandatory holder table and purpose-of-transaction statement, investors tracking redemption calendars, potential early conversion windows, and merger execution cannot verify who triggered the filing, whether the sponsor orchestrated it, or if an external fund is positioning for board seats. Verification against the complete EDGAR submission is required to resolve attribution and near-term capital event risk.(flagged for human review)
What changed: SEC Form 3 (initial statement of beneficial ownership), which functions as a routine compliance exhibit rather than a merger agreement, investor presentation, or lawsuit. The submission records zero alterations to redemption deadlines, trust account mechanics, extension options, target acquisition progression, or sponsor conduct rules. It preserves the announced SEARCHING mandate, the $10.38 per share trust valuation, and the 2027-04-02 liquidation cutoff. Why it matters: According to the filing by director Diego J. Veitia, he retains direct ownership of 25,000 shares. The text contains no assertions about client relationships, sales figures, industry valuations, strategic roadmaps, technical assets, joint ventures, legal disputes, or management turnover. Because it discloses only a static equity snapshot without operational metrics or capital-raising events, it offers minimal insight for redemption planning or deal execution beyond confirming baseline director positioning.
What changed: SEC Form 3 insider ownership report documenting initial beneficial share registration by an issuing entity director and chief executive officer. According to the Form 3 filing, director and CEO James S. Cassel holds 2,214,286 shares indirectly. The report does not adjust the April 2, 2027 business combination deadline, the $10.38 per-share trust account value, any extension provision, or redemption schedule, nor does it reflect target identification or merger negotiation progress. Why it matters: For investors tracking sponsor conduct and capital alignment, the Form 3 establishes a verified baseline of insider equity concentration during the SEARCHING phase. Attributed directly to the filing’s reporting of Mr. Cassel’s 10% owner status, the 2,214,286-share position allows shareholders to gauge pre-target management skin-in-the-game relative to the $10.38 public trust floor without assuming promoter unit math or conversion discounts. The document contains no assertions regarding customers, revenue, market size, strategy, technology, partnerships, litigation, or personnel. While a routine Section 16 initial disclosure carries no immediate impact on the redemption calendar or trust distribution mechanics, it anchors the transparency standard for all subsequent insider pledging, secondary transfers, or lock-up structuring ahead of a announced deal.
What changed: Form 8-K (Current Report) and accompanying Exhibit 99.1 press release announcing that holders of the company’s IPO units will be permitted to separately trade the underlying ordinary shares and fractional rights commencing on or about July 30, 2025. Mechanically, unit holders may now elect to bifurcate their positions into INAC (ordinary shares) and INACR (rights) starting approximately July 30, 2025, with brokers coordinating through Continental Stock Transfer & Trust Company. The press release specifies that no fractional rights will be issued upon separation and only whole rights will trade, while inseparated units retain the INACU ticker. This administrative shift does not modify the company's search period, liquidation timeline, trust account terms, or redemption price floor, and the entity retains its searching status without a completed business combination. Why it matters: For investors tracking redemption calendars and trust mechanics, independent share and rights trading alters pre-combination liquidity and price discovery, directly impacting how redemption demand and speculative rights pricing are structured ahead of the deadline. According to the press release, the company remains a Cayman exempt blank check entity led by Chairman of the Board and Chief Executive Officer James S. Cassel and Chief Operating Officer and Chief Financial Officer Scott Salpeter. The company states its intention to focus on opportunities with established, profitable companies with attractive market positions and/or growth potential that can leverage the management team's experience. The filing also notes that ordinary shares carry a par value of $0.0001 per share, warns that forward-looking statements are subject to conditions outlined in the final prospectus filed with the SEC on July 1, 2025, and lists executive contact emails (jcassel@cs-ib.com and ssalpeter@cs-ib.com) alongside the corporate phone number 305-438-7700 located at 801 Brickell Avenue, Suite 1900, Miami, FL 33131.
What changed: Form 8-K Current Report and accompanying press release disclosing the consummation of the initial public offering, the full exercise of the underwriters’ over-allotment option, and related unregistered private placement transactions. According to the filing and press release, Indigo Acquisition Corp. closed its IPO of 10,000,000 units on July 2, 2025, priced at $10.00 per unit for $100,000,000 in gross proceeds, while simultaneously selling 350,000 private placement units to Indigo Sponsor Group, LLC and EarlyBirdCapital, Inc. for $3,500,000. On July 11, 2025, the company finalized the over-allotment option, issuing an additional 1,500,000 units at $10.00 per unit for $15,000,000 in gross proceeds, plus 30,000 additional private placement units for $300,000. The company reports that an aggregate of $115,000,000 ($10.00 per share sold) was deposited into the trust account. Securities began trading on Nasdaq under the tickers INACU, INAC, and INACR. Why it matters: This report establishes the final trust balance at $115,000,000, setting the definitive cash baseline for all future redemption valuations and business combination financing. The full over-allotment exercise completes the capital raise without altering the stated $10.00 per share trust funding mechanism or extending the business combination timeline. Leadership structure is confirmed with James S. Cassel as Chairman of the Board and Chief Executive Officer, and Scott Salpeter as Chief Operating Officer and Chief Financial Officer. The blank check company intends to target established, profitable entities with growth potential, and no modifications to the registration statement effective date of June 30, 2025, or sponsor conduct rules are noted.
What changed: SEC Form 8-K Current Report covering Items 3.02, 8.01, and 9.01, which documents the consummation of an initial public offering, a simultaneous private placement, and the issuance of an audited balance sheet and related exhibits. On July 2, 2025, the Company consummated its IPO of 10,000,000 units at $10.00 per unit, generating $100,000,000 in gross proceeds, and simultaneously closed a private placement of 350,000 units at $10.00 per unit for $3,500,000, depositing $100,000,000 into the trust account. The underwriters’ 45-day over-allotment option for up to 1,500,000 additional units was fully exercised per written notification received July 8, 2025, with settlement targeted for July 11, 2025. The Company operates under a fixed 21-month combination deadline from the IPO closing, after which an unextended liquidation triggers pro-rata trust distributions minus $100,000 for dissolution expenses. Sponsor Indigo Sponsor Group, LLC and EarlyBirdCapital, Inc. contracted to hold their 350,000 private placement units until a business combination closes and formally waived all redemption and liquidation rights for those shares and founder shares. A $10,000 monthly administrative fee commenced June 30, 2025, and working capital lenders retain conversion rights to purchase private placement units at $10.00 per unit up to $1,500,000. Why it matters: This filing establishes the definitive redemption calendar, trust liquidity baseline, and sponsor incentive mechanics prior to any target announcement. The strict 21-month window removes uncertainty around discretionary extensions, setting a hard liquidation cutoff if a qualifying entity is not found. The Company’s policy requires any initial business combination target to hold a fair market value equal to at least 80% of trust account assets (excluding deferred underwriting commissions and taxes payable on trust income) and mandates acquiring 50% or more of the target’s voting securities. The sponsor’s indemnification covenant shields the trust account from third-party vendor or prospective target claims, preserving the $10.00 per-share redemption floor. Independent valuation models assign $0.22 per public right based on a 23.0% probability of completing a de-SPAC and a 13% discount for lack of marketability, while founder shares carry a recorded fair value of $1.96 per share. Total offering costs amount to $5,916,773, broken down into a $2,000,000 cash underwriting fee, $3,500,000 deferred underwriting fee, and $416,773 in other offering costs. Leadership is identified as Chairman and Chief Executive Officer James S. Cassel and Chief Operating Officer and Chief Financial Officer Scott Salpeter, with CBIZ CPAs P.C. serving as the independent registered public accounting firm.
What changed: Form 3 — an insider ownership report disclosing initial beneficial ownership of Indigo Acquisition Corp. securities. The filing notes zero changes to the SPAC’s redemption calendar, trust per-share value, extension status, or business combination progress. It records that Indigo Sponsor Group LLC holds 2,214,286 direct shares, constituting a reported 10% ownership position. Why it matters: The document contains no additional substantive claims regarding customers, revenue, market size, strategy, technology, partnerships, litigation, or personnel. As a routine formation-era disclosure, it does not affect the $10.38 per-share trust floor or the April 2, 2027 deadline. Investors tracking sponsor conduct and capital structure should treat this as the baseline anchor holding for subsequent filings and merger vote comparisons.
What changed: A routine compliance exhibit (SEC Form 3 insider ownership report) for Indigo Acquisition Corp. The filing discloses that Director, CFO, and 10% owner Scott E. Salpeter holds an indirect position of 2,214,286 shares. It does not alter the SPAC’s stated $10.38 trust per share, the 2027-04-02 business combination deadline, extension provisions, or SEARCHING status. No redemption mechanics, voting thresholds, or target acquisition progress are disclosed. Why it matters: Because it is a static Form 3 filing with no transaction pricing, volume deltas, or strategic assertions, it provides no forward-looking signal on sponsor alignment or capital deployment. It contains no claims about customers, revenue, market size, strategy, technology, partnerships, litigation, or personnel shifts beyond the reporting person’s established titles. Lacking mechanistic triggers or numerical projections, it does not advance the redemption calendar or trust distribution schedule, though it formally records the executive’s disclosed equity footprint.
What changed: Schedule 13G Joint Filing Agreement (Exhibit A). This filing is a joint filing agreement executed under Rule 13d-1(k) confirming that Harraden Circle Investments, LLC, Harraden Circle Investors GP, LP, Harraden Circle Investors GP, LLC, Harraden Circle Investors, LP, Harraden Circle Special Opportunities, LP, Harraden Circle Strategic Investments, LP, Harraden Circle Concentrated, LP, and Frederick V. Fortmiller, Jr. will submit a combined Schedule 13G beneficial ownership report for Indigo Acquisition Corp. shares. Mr. Fortmiller, Jr. signs as Managing Member for each corporate entity. Because the provided excerpt contains only the Exhibit A cover page, it reports zero changes to the tracked SPAC mechanics: there is no update to the trust value, the 2027-04-02 liquidation deadline, any extension action, merger deal progress, or sponsor conduct. Why it matters: Structurally, the document confirms that the named Harraden Circle vehicles and Mr. Fortmiller are acting as a single reporting group. All substantive assertions about share count, acquisition date, purpose of transaction, or voting intent are attributed solely to the principal Schedule 13G statement, which is absent from this submission. Until that primary schedule is filed and reviewed, investors cannot verify whether this group’s aggregate stake altered, whether control thresholds were crossed, or how their coordinated position may interact with upcoming redemption windows, trust dissolution timelines, or governance votes before the stated deadline.
What changed: Final prospectus (424B4) for the initial public offering of Indigo Acquisition Corp., a blank check company (SPAC) seeking to acquire a business. This filing finalizes the IPO terms: 10,000,000 units at $10.00 per unit, each consisting of one ordinary share and one right to receive 1/10 share upon business combination. Trust account established at $10.00 per public share ($100M total). Deadline to complete initial business combination is 21 months from closing (approx. April 2027). Sponsor holds 2,090,000 founder shares at $0.002 per share; EBC holds 710,000 founder shares. Private placement of 350,000 units at $10.00 per unit. Underwriting commissions: $0.20 cash + $0.35 deferred per unit. Net proceeds outside trust: ~$1M for working capital. Redemption rights provided for public shareholders upon business combination. No target selected yet. Why it matters: Establishes the baseline trust value ($10.00 per share) and deadline (April 2, 2027) for redemption tracking. Shows significant dilution for public shareholders (founder shares at $0.002). Indicates sponsor has strong incentive to complete a deal. Provides full mechanics for redemptions, extensions, and liquidation. Investors can now assess the SPAC's structure and potential conflicts.
What changed: 8-K Current Report filed to report the effectiveness of the Registration Statement and the execution of definitive agreements in connection with Indigo Acquisition Corp.'s initial public offering, including the Underwriting Agreement, amended charter, trust agreement, registration rights agreement, and related documents. Indigo Acquisition Corp. closed its initial public offering of 10,000,000 units at $10.00 per unit, generating $100,000,000 in gross proceeds deposited into a trust account. The trust holds $10.00 per public share (excluding deferred underwriting commissions of $3,500,000). The amended and restated charter provides a 21-month deadline to complete a Business Combination (approximately April 2, 2027), with shareholder vote or tender offer required, and redemption rights for public shareholders. Sponsor and officers/directors entered into letter agreements locking up founder shares for six months post-business combination and private placement units until business combination, with certain exceptions. Sponsor agreed to indemnify the trust against certain third-party claims. Private placement units purchased by Sponsor (225,000 units, $2,250,000), underwriter (125,000 units, $1,250,000), and an investor (15,000 units, $150,000). Founder shares subject to forfeiture if over-allotment not exercised fully. Units will not separate for 90 days unless underwriter permits earlier. Why it matters: This filing establishes the foundational mechanics for monitoring the SPAC's redemption deadlines, trust value, extensions, deal progress, and sponsor conduct. Key for investors: trust per share is $10.00 (plus interest), deadline 21 months from IPO closing (April 2, 2027), public shareholders have redemption rights in connection with business combination or charter amendments, sponsor shares are locked up for six months post-business combination, and the sponsor has agreed to indemnify the trust against certain claims. The charter allows shareholder-approved extensions by special resolution and requires the target to have a fair market value of at least 80% of trust assets.
What changed: A routine compliance exhibit—specifically, an SEC Form 3 initial statement of beneficial ownership. Director Stephen A. Vogel’s filing reports a direct holding of 25,000 shares. The document contains no reference to redemption deadlines, trust value, extension procedures, deal progress, or sponsor conduct affecting capital deployment, voting alignments, or shareholder liquidity. Why it matters: As a standard regulatory checkpoint, this document merely catalogs an insider’s baseline equity position upon assuming reporting obligations. It includes no claims regarding customers, revenue, market size, strategy, technology, partnerships, litigation, or personnel. Because it records zero transactions, voting reallocations, trust interest accruals, or acquisition milestones, it does not advance redemption calendars, modify sponsor accountability frameworks, or indicate progress toward a business combination. Investors tracking liquidity exits or governance posture should treat this as a neutral administrative record rather than a catalyst for timeline or valuation recalibration.
What changed: SEC Form 3 insider ownership report. Director David J S Flaschen disclosed direct ownership of 25,000 shares. This is an initial holding report filed under Section 16(a); no purchase, sale, exercise, or conversion occurred during the reporting period. Why it matters: Mechanics & Trust/Redemption Calendar: For Indigo Acquisition Corp., which remains in SEARCHING status with a stated trust/share value of $10.38 and a business combination deadline of 2027-04-02, this Form 3 imposes zero changes to redemption windows, trust interest accrual, extension vote scheduling, or de-SPAC progress tracking. The filing contains no amendments to stockholder rights, warrant terms, sponsor compensation, or lock-up provisions that could trigger extension meetings or alter shareholder exit economics. Substance & Other Claims: The document contains no operational, financial, or strategic disclosures—no customer metrics, revenue figures, market size estimates, technology roadmaps, partnership agreements, litigation assertions, or personnel changes. All statements originate exclusively from the filer’s statutory compliance declaration regarding baseline director equity alignment. The 25,000-share direct holding reflects standard promoter/director retention ahead of a potential merger but does not signal accelerated deal execution, changed sponsor conduct, or adjusted trust preservation requirements. Material impact on investor redemption calculus or trust valuation is nil.
What changed: A routine regulatory compliance exhibit—specifically, a Form 8-A filing submitted to register certain classes of securities for listing on a national exchange pursuant to Section 12(b) of the Securities Exchange Act of 1934. Per the Company’s submission, Indigo Acquisition Corp. formally registers its Units, Ordinary Shares (par value $0.0001 per share), and Rights on The Nasdaq Stock Market LLC. The filing states that each Right entitles the holder to receive one-tenth of one ordinary share upon the completion of an initial business combination. Chief Executive Officer James Cassel executed the registration on June 30, 2025. The filing does not modify the trust value per share, alter shareholder redemption mechanics, propose a timeline extension, or disclose any acquisition progress or sponsor leadership changes relative to the SPAC’s declared SEARCHING status and April 2, 2027 deadline. Why it matters: This administrative listing confirmation establishes the statutory exchange-listed status of INAC’s public equity and conversion instruments under federal securities law, which governs ongoing disclosure obligations and market accessibility during the remainder of the Company’s pre-combination search. By formally cataloging the unit composition (one ordinary share and one right) and fixing the right-to-share conversion ratio at one-tenth of one ordinary share contingent strictly on initial business combination completion, the registrant provides investors with a legally registered baseline for modeling post-deal dilution and capital structure. No revenue projections, customer claims, technology roadmaps, partnership announcements, litigation risks, or executive conduct allegations appear in the text; every structural definition, date, and procedural assertion—including the June 12, 2025 initial registration statement filing (File No. 333-288014), the principal executive office location at 801 Brickell Avenue Suite 1900 Miami, FL 33131, and the June 30, 2025 signatory block—is attributed exclusively to the Registrant, Indigo Acquisition Corp., and its duly authorized signing officer, James Cassel, Chief Executive Officer.
What changed: A Rule 461 acceleration request correspondence submitted by underwriter Earlybird Capital, Inc. to the SEC Division of Corporation Finance. The filing requests that the Form S-1 registration statement (File No. 333-288014) be declared effective at 4:00 p.m. Eastern Time on Monday, June 30, 2025, or as soon thereafter as practicable. It does not reference or alter the company’s trust account composition or liquidation schedule. Why it matters: Investors tracking capital raise timing will note the requested effectiveness window, which sets the earliest possible start for pricing and underwriter distribution before any shareholder voting or redemption mechanics engage. The document attributes adherence to Rules 460, 461, and 15c2-8, and the distribution of preliminary prospectus copies to dealers, to the undersigned signatory Mike Powell, Senior Managing Director at Earlybird Capital, Inc. It provides no update on target identification, business combination progress, or changes to redemption triggers, trust protections, or sponsor conduct beyond standard regulatory coordination.
What changed: A routine SEC correspondence (CORRESP) requesting acceleration of the effectiveness of a Registration Statement on Form S-1. The filing updates the requested effective time of the registration statement to 4:00 p.m. ET on Monday, June 30, 2025, or as soon thereafter practicable, pursuant to Rule 461 under the Securities Act of 1933. It does not modify redemption mechanics, trust valuation, extension requests, or deal progress. No statements regarding customers, revenue, market size, strategy, technology, partnerships, litigation, or personnel are included; the only personnel attribution identifies James Cassel as Chief Executive Officer via the signature block. Why it matters: Accelerating a Form S-1 (File No. 333-288014) is a standard procedural step that typically positions a SPAC to price or settle additional securities issuance, which funds working capital or transaction expenses ahead of a merger. For investors tracking redemption calendars and sponsor conduct, this confirms active administrative management of the corporate register rather than a regulatory suspension or imminent liquidation trigger. Because the letter contains no target business details, revised prospectus terms, or financial metrics, it does not currently shift shareholder conversion or redemption options. Subsequent financing or combination filings will determine any downstream impact on trust accounting or strategic timelines.
What changed: Amendment No. 1 to Form S-1 registration statement under the Securities Act of 1933 for Indigo Acquisition Corp., a blank-check company incorporated in the Cayman Islands, filed with the SEC on June 23, 2025. The document contains a preliminary prospectus for an initial public offering of 10,000,000 units (plus 1,500,000 over-allotment) at $10.00 per unit, each unit consisting of one ordinary share and one right entitling the holder to receive one-tenth of one ordinary share upon a business combination. This is the first amendment to the S-1. The prospectus is dated June 23, 2025. The filing updates financial statements to include the unaudited March 31, 2025 period (working capital deficit of $73,968, net loss of $134,620 for the three months). Compared to the previous filing, the offering structure was amended in May 2025: (1) the per-share amount to be deposited in the trust account decreased from $10.05 to $10.00; (2) the business combination deadline increased from 18 months to 21 months from the closing of the IPO; (3) the number of private placement units if the over-allotment is exercised in full decreased from 387,500 to 380,000 units. The sponsor and EBC have also increased their loan commitments to cover offering expenses (additional $80,000 borrowed in April and June 2025). Why it matters: The filing confirms the SPAC is still searching for a target with no substantive discussions initiated. The trust value is $10.00 per public share, and the deadline is 21 months from IPO closing. The sponsor acquired founder shares at $0.002 per share, creating a massive dilution of 109.7% for public investors in a maximum-redemption scenario. The underwriting includes a $3.5 million deferred commission payable only upon a business combination, aligning the underwriter's interest with closing a deal. The sponsor has waived redemption rights and agreed to indemnify the trust for claims reducing funds below $10.00 per share, but only for non-waiving third-party claims. The updated financial statements show a going-concern warning, as the company had only $26,030 cash as of March 31, 2025 and relies on the IPO to continue operations.
What changed: SEC comment letter response (CORRESP) addressing Division of Corporation Finance inquiries regarding a Form S-1 registration statement for Indigo Acquisition Corp. Counsel at Graubard Miller replied to three Staff comments dated June 18, 2025. The prospectus cover page was amended to clarify whether additional share issuances may cause material dilution to public holders. Financial disclosures were split into audited statements and unaudited condensed interim statements to reflect activities on April 17, 2025, and during May 2025, while the independent auditors retained their original report date of April 15, 2025, citing PCAOB Auditing Standard 3110, paragraph 08. Exhibit 5.2 was revised to delete an assumption the Staff deemed inconsistent with Section II.B.3.a of Staff Legal Bulletin No. 19. These corrections do not modify the April 2, 2027, redemption deadline or the $10.38 per-share trust amount. Why it matters: The dilution disclosure revision establishes the baseline for public shareholder redemption analysis concerning future equity structures or potential business combinations. The audit dating clarification sets a reporting precedent for how the Sponsor tracks search-phase operational milestones without triggering full audit cycles, preserving financial reporting continuity as deal sourcing advances. Resolving these compliance items eliminates filing backlogs that would otherwise consume time relative to the April 2, 2027, deadline. Jeffrey M. Gallant authored the responses; CEO James Cassel was copied, confirming executive acknowledgment of the revised registration language.
What changed: SEC Division of Corporation Finance comment letter dated June 18, 2025, addressed to CEO James Cassel regarding Indigo Acquisition Corp.'s Registration Statement on Form S-1 (File No. 333-288014) filed June 12, 2025. The SEC staff outlined three amendment requirements before considering acceleration: (1) revised disclosure on whether additional share issuances may cause 'material dilution' to public holders instead of stating they would not 'reduce dilution,' citing Regulation S-K Items 1602(a)(3) and 1602(b)(6); (2) clarification on what consideration the independent auditors provided for their April 15, 2025 report date, given that audited activities occurred on April 17, 2025, and during May 2025 (Note 9 - Subsequent Events, page F-15); and (3) instructions to Cayman Islands legal counsel to revise Exhibit 5.2 by deleting paragraph 2.10's assumptions, referencing Staff Legal Bulletin No. 19, Section II.B.3.a. The letter reaffirms management's full responsibility for disclosure accuracy under Rules 460 and 461 and provides contact details for Howard Efron (202-551-3439), Isaac Esquivel (202-551-3395), Isabel Rivera (202-551-3518), and Dorrie Yale (202-551-8777). Why it matters: This comment letter does not alter the April 2, 2027 business combination deadline, the $10.38 trust per share, or any redemption mechanics. It does indicate that any pending merger valuation or PIPE tranche will face SEC scrutiny over dilution thresholds and auditor timeline alignment, creating a procedural hold on S-1 effectiveness until responses are submitted. The staff's explicit reminder that leadership retains accountability for factual accuracy regardless of SEC review timing confirms a standard compliance checkpoint rather than a substantive regulatory block. No target announcement, sponsor conduct findings, extension motions, or litigation developments were disclosed.
What changed: Registration statement on Form S-1 for an initial public offering of a blank check company (SPAC) that has not yet identified a target business. Initial S-1 filing; no prior public filings to compare. The filing sets the trust amount at $10.00 per share (not $10.38 as in the user's context) and a deadline of 21 months from closing (not a fixed date). The filing also details the sponsor's nominal cost for founder shares, a 15% redemption limit for large shareholders if a vote is held, and a 21-month deadline for a business combination. Why it matters: This filing initiates the SPAC's IPO process, establishing the key mechanics for investors: a trust of $10.00 per share, redemption rights upon business combination or amendment, a 21-month deadline, and sponsor incentives that create potential conflicts. It also outlines the structure of units, ordinary shares, and rights.
What changed: A Securities and Exchange Commission comment letter response (CORRESP) from counsel representing Indigo Acquisition Corp., submitting Amendment No. 1 to a Draft Registration Statement on Form S-1 dated May 21, 2025, in direct reply to SEC Staff comments received June 9, 2025. Mechanics & Redemption/Dilution/Sponsor: Per the Company’s response to the SEC Staff, the filing explicitly states the Company 'will not be modifying the substance of its obligations to redeem shares.' Regarding anti-dilution mechanics, the Company explained that founder shares will 'increase or decrease at a proportionate rate' to maintain 20% of issued and outstanding ordinary shares when the offering size changes; consequently, 'there are no changes that flow through to the dilution tables' unless offering expenses or the private placement terms shift beyond straightforward recalculation. Cover page language was added clarifying that an increased offering size 'would not decrease dilution due to the issuance of additional founder shares.' Governance disclosures were adjusted to confirm that passive, non-managing sponsor members hold interests that are 'not material compared to the managing members’ interests,' and a table referenced on page 7 was updated to identify each natural person or entity subject to agreements. A risk factor on page 50 was expanded to address 'the difficulty that a replacement sponsor may have in finding a business combination target.' Additional required additions include compensation disclosure for a 'qualified independent underwriter' on the cover page and page 133, and confirmation that promissory notes were executed while other exhibit forms await effectiveness signing. Other Substance: The submission contains no operational, commercial, or forward-looking business data. There are no reported figures or statements regarding customer contracts, revenue streams, market sizing, technology roadmaps, strategic partnerships, pending litigation, or executive compensation beyond the structural sponsor arrangements and capital mechanics outlined above. Why it matters: Investors tracking redemption viability should note the explicit regulatory acknowledgment that redemption obligation substance remains fixed, which supports trust asset preservation throughout the remaining SEARCHING period. The proportional founder share adjustment mechanism and revised dilution table parameters directly influence per-share economic outcomes if the IPO underwrites different sizes than initially drafted, materially affecting whether shareholders choose to redeem or retain positions. The clarified sponsor passivity and non-material passive member stakes reduce near-term governance ambiguity but leave execution risk concentrated, a risk further underscored by the newly emphasized difficulty replacement sponsors face locating viable targets. Because the filing amends regulatory formatting and structural safeguards without altering the corporate timeline or introducing merger terms, investors should monitor subsequent draft registration amendments for target identification updates, extension proposals, or trust utilization plans.
What changed: SEC Division of Corporation Finance, Office of Real Estate & Construction comment letter responding to Amendment No. 1 to a Draft Registration Statement on Form S-1. Mechanics & SPAC Tracking: SEC staff demand clarification on whether the company plans to modify merely the processes for redemptions or the underlying substance of its redemption obligations (comment 3). Staff challenge the proposed anti-dilution mechanism that would keep founder shares and EBC founder shares fixed at 20% of issued and outstanding ordinary shares if the offering size increases, asking why this would not dilute shareholders per Regulation S-K Items 1602(a)(3) and 1602(b)(6) (comment 2). On sponsor conduct, staff question how the sponsor can claim zero material roles in directing activities while simultaneously stating it was formed to sponsor the company and is focused on investing, requesting descriptions of material roles held by affiliates and promoters (comment 4). Staff also require identification of passive, non-managing individuals and entities holding sponsor membership interests (comment 5) and demand a table on page 7 listing every natural person and entity bound by agreements or arrangements (comment 6). Additionally, staff note that a replacement sponsor may struggle to find a business combination target if the current sponsor exits early (comment 7). Other Substance: The SEC acknowledges revised underwriting disclosures but requires added details on compensation payable to the qualified independent underwriter (comment 1). Regarding documentation, staff observe that most submitted exhibits are mere forms rather than finalized agreements, specifically citing a promissory note, and insist that final executed versions be filed (comment 8). All directives originate from SEC Division of Corporation Finance staff, with contact provided for Howard Efron, Isaac Esquivel, Isabel Rivera, and Dorrie Yale, and copies directed to Jeffrey M. Gallant. Why it matters: These comments place active regulatory scrutiny on the structural and governance disclosures critical to SPAC investor protection. Questioning the boundary between changing redemption procedures versus altering the legal substance of redemption duties directly informs how investors should model cash-redemption risk and trust value retention. Pushback on the anti-dilution math protecting founder/EBC shares at 20% signals that the division expects transparent capitalization tables before effectiveness. Scrutiny over sponsor passivity, affiliate ownership, and executed contracts indicates the SEC will not allow vague or incomplete governance representations on the public record. Because the company must respond and resubmit amendments before the draft becomes a filed prospectus, execution timelines are extended, which cascades into pressure on the business combination search window.
What changed: A Securities and Exchange Commission comment letter response (Section 6(a) correspondence) regarding a Draft Registration Statement on Form S-1, prepared by counsel Jeffrey M. Gallant of Graubard Miller on behalf of Indigo Acquisition Corp. Counsel confirms the draft S-1 has been amended in response to twenty separate SEC Staff observations dated May 12, 2025. Mechanics revisions confirmed include: (1) According to counsel's reply, voting/redemption math was clarified to require 3,575,000 public shares voted in favor out of 12,850,000 total outstanding shares, assuming a one-half ordinary resolution threshold, minimum quorum, non-exercise of the over-allotment option, and affirmative voting by 2,850,000 insider and EBC founder shares; (2) Per SEC direction, extension disclosures were updated to specify whether redemption rights attach to each proposed extension and define the exact shareholder approval threshold required; (3) Counsel states the dilution analysis was revised to address up to $1,500,000 in working capital loans converting to private units, and corrected to reflect that the dilution table provides no monetary consideration for underlying public rights; (4) At the SEC Staff's request, transfer restrictions were imposed on EBC founder shares and expanded risk factor language warns that the sponsor may unilaterally transfer, surrender, or forfeit those shares prior to identifying a target; (5) The Company's counsel clarified that trust funds may be released to pay a potential 1% redemption-related excise tax before business combination consummation; and (6) Counsel committed to filing a $95,000 promissory note between the Company, its sponsor, and EBC as Exhibit 10.11. Why it matters: This filing actively tracks the Company's regulatory trajectory for its IPO/extension preparation and directly shapes how public shareholders may redeem or retain stakes. It codifies a notably low public-share approval floor driven by insider voting blocs, clarifies whether extensions trigger parallel redemption windows, and forces disclosure of sponsor track-record economics—specifically requiring the Company to quantify financing needs and redemption volumes from prior special purpose acquisition companies overseen by Managing Member Mr. Vogel, as mandated by the SEC Staff. It also surfaces fiduciary duty conflicts among officers and directors serving on other boards, expands dilution warnings around additional financing targeted at enterprise values exceeding initial net proceeds, and formalizes transfer restrictions that lock founder equity during the search period. While the filing contains no claims about customers, revenue, market size, proprietary technology, or partnership pipelines, it materially tightens the governance, voting, and trust-deployment architecture that will dictate redemption liquidity, control premiums, and sponsor alignment ahead of any announced business combination.
What changed: A draft registration statement on Form S-1 (DRS/A) for an initial public offering by Indigo Acquisition Corp., a blank-check company. This is the first public filing of the registration statement for the IPO; no prior public version exists for comparison. The document details the terms of a proposed 10,000,000 unit IPO at $10.00 per unit, each unit consisting of one ordinary share and one right (entitling the holder to receive one-tenth of an ordinary share upon a business combination). The document also outlines the sale of 350,000 private units to the sponsor and underwriter, and various related party transactions. Why it matters: The filing provides the first detailed look at the terms of the SPAC's IPO, including the trust amount ($100.5 million, or $10.05 per share), the 18-month deadline to complete a business combination, founder share and private unit structures, redemption rights for public shareholders, and conflicts of interest related to the sponsor and management. It is the foundational document for evaluating the SPAC's structure and governance before an investor can consider the viability of a future business combination.
What changed: SEC Division of Corporation Finance Staff Comments Letter responding to a Draft Registration Statement on Form S-1 for Indigo Acquisition Corp. (CIK 0002063816). The SEC staff issued twenty review comments targeting SPAC redemption mechanics, extension protocols, trust account usage, and sponsor alignment. The draft registration statement discloses the company may amend governing documents to modify 'the substance or timing of [y]our obligation to redeem 100% of [y]our public shares' if a combination is missed, prompting staff to request explicit mechanics for how that obligation alters (Comment 3). The draft states there is 'no limit on the number of extensions,' triggering staff demands to clarify whether each extension carries standalone redemption rights and what exact shareholder approval percentage governs them (Comment 9). Regarding trust liquidity, the draft admits funds may be released from the trust account to pay pre-combination taxes and asked whether any excise tax stemming from redemptions will be drawn directly from trust balances (Comment 13). On deal approval thresholds, the draft calculates that only 1,433,333 public shares must vote affirmatively assuming a minimum quorum, 2,850,000 combined founder and EBC founder shares, and zero over-allotment exercise, against 12,850,000 total post-offering shares outstanding; staff requested calculation validation and expanded risk factor disclosure (Comment 10). Sponsor conduct received heavy focus: the draft warns the sponsor may 'surrender or forfeit, transfer or exchange your founder shares' for any reason, so staff ordered expanded risk warnings about the sponsor abandoning the search early (Comment 12); the draft notes officers hold sponsor membership interests but requires identification of non-managing members and their stake nature (Comment 6); and staff flagged the unconditional transfer ability as a continuity risk. Why it matters: Beyond mechanical adjustments, the filing exposes substantive disclosures and strategic assumptions awaiting SEC resolution. The draft references using 'managements' respective platforms' to evaluate targets, but staff cited Regulation S-K for needing clearer acquisition criteria (Comment 4). It acknowledges up to $1,500,000 in working capital loans may convert to private units, yet staff mandated dilution quantification for public equity (Comment 7). The prospectus tables assume issuance of 1/10th of a share per right outstanding, which staff found mathematically inconsistent with published dilution models and demanded reconciliation (Comment 15). Management disclosures cite prior special purpose acquisition company experience, but staff explicitly requested financial specifics—including financing amounts and historical redemption volumes for Mr. Vogel’s former SPACs—to assess execution capability (Comment 17). Conflicting duty statements appear between officers/directors pledging to offer all suitable opportunities exclusively to the SPAC versus disclaiming obligations unless acting in an official capacity, requiring legal reconciliation (Comment 18). A $95,000 promissory note among the company, sponsor, and EBC was flagged for immediate exhibit filing (Comment 20). Investors tracking the stated $10.38 trust per share and 2027-04-02 deadline will find effectiveness delayed until these structural ambiguities, dilution vectors, and sponsor exit pathways are corrected, meaning current public float valuations do not yet reflect finalized approval thresholds or mandatory redemption triggers.
What changed: Draft registration statement (Form S-1) for a SPAC initial public offering, confidentially submitted to the SEC. It contains the proposed terms of the IPO, including unit composition, trust account mechanics, redemption rights, sponsor compensation and dilution, risk factors, and audited financial statements as of December 31, 2024. No changes to existing trust value, redemption deadlines, or business combination status. The filing represents the initial draft S-1 for Indigo Acquisition Corp., a blank-check company that has not yet conducted its IPO. Trust per share is set at $10.05, with an 18-month deadline from the closing of the offering to complete a business combination. Why it matters: This filing establishes the baseline terms for a new SPAC IPO. Investors tracking the SPAC's progress can now monitor the effective date and subsequent filings for trust value, any extension attempts, and a target announcement. The document also discloses significant sponsor incentives (nominal cost founder shares) and potential conflicts of interest, which are standard for SPACs but critical for evaluating sponsor conduct.
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.