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MCAP Acquisition Corp

MACQ · Nasdaq

Trust settledAdTheorent Holding Company, Inc. · Finished

NO ACTION REQUIRED

Nothing left to do

The purchase completed and the shares became shares in the company it bought. There is no deadline left to miss.

No price history on file yet — daily closes accumulate from the market data feed.

Trust settled · There is no line to draw here. This vehicle has finished: the cash was paid back or spent closing the deal, so the last filed figure describes an account that no longer exists and would be a floor under nothing.

SpacBrain’s read

Trust settled

The deal closed — SPAC shares became the target's shares, so there is no trust left to redeem (nobody missed a window; holders who wanted cash elected it at the vote).


In plain terms

What it is
A SPAC from MCAP Acquisition, LLC, listed on Nasdaq in March 2021.
What it's doing now
It agreed to buy AdTheorent Holding Company, Inc., a programmatic digital advertising platform company. That purchase completed, and it stopped being a SPAC — the shares became shares in the business it bought.
What you should know
This SPAC has finished. The purchase completed, and the shares became shares in the company it bought — anyone who wanted the cash instead asked for it at the vote, so there is no cash left here to claim and no deadline left to miss.

At a glance

Where it stands
Closed (deSPAC)
The business it bought
AdTheorent Holding Company, Inc. — growing potential to disrupt the market and lead programmatic digital advertising into the post-ID future,” said James Lawson, CEO of AdTheorent.
Industry
Communication Services — programmatic digital advertising platform
Deal value
not stated in the filings we hold
Price vs cash at settlement
no live price on file
Cash in trust when it settled
not yet extracted into a snapshot — the filings below may state it
the last trust total filed while this was still a SPAC — the account has since been paid out or used to close the deal
IPO
1 March 2021
size not on file
Headquarters
330 HUDSON STREET, 13TH FLOOR, NEW YORK, NY, 10013
registered in Delaware
Lead underwriter
not extracted from the prospectus yet
Key officers
Black John Richard (Director) · Todd William James (Chief Revenue Officer) · Kiarie Kihara (Director)
Listed securities
MACQ common
Cash held per sharenot filed for this window

This vehicle has finished, so there is no window to file a cash-per-share figure for and none will follow. No estimate is shown in its place.

Next date that mattersno dated event on file

Nothing dated is on file. That is an absence in the record, not a statement that nothing is coming.

Yield to redemption

Nothing left to redeem — no yield to compute.

This SPAC has finished — its trust was paid back or used to close the deal, so there is nothing left to redeem and no yield to compute. A yield to redemption is a claim that you can hand these shares back for the trust cash. That account is closed, so this page will not print a number here.


What happened to the cash

The reasoning behind the verdict above, in the order the filings establish it.

  1. The deal closed — SPAC shares became the target's shares, so there is no trust left to redeem (nobody missed a window; holders who wanted cash elected it at the vote).

What has happened, and what is coming

1 dated milestone

Every dated step from the day it listed to the next date you may have to act on. Where you have to do something, the day your broker needs the instruction is marked too.

  1. 1 March 2021IPOpassed

    IPO size not on file


The deal

terms as filed

What it is buying, on what terms, and how much of the combined company new shares take from you.

  • closedCommunication Services
    Deal structureSEC-primary — BCA 8-K / S-4 / DEFM14A
    PIPE
    ≈ $122M · unsourced
    Break fee
    $4M

    PIPE terms — instrument, coupon, conversion price and any reset floor — are not sourced for this deal. The size above is itself unsourced — a stored figure no filing we hold states — so neither the size nor the terms should be read as cited.


The score

deterministic, from filed fields

MACQ is not in the scored universe, so no score is shown. A withheld score is a fact about the record, not a verdict about the company.

Asymmetric return scoreNeither a price nor a cash-per-share figure is on file for this vehicle, and the score is a ratio between the two. Nothing is estimated to fill the gap.

The score is only published for names that carry both a price and a filed cash-per-share figure — 292 of the tracked fleet today. The rest keep an empty dial rather than a modelled one, and fill in by themselves as the fields land.

See the names that are scored, and how


The company

from SEC filings
Read the full profile

MCAP Acquisition Corp was a blank-check company whose common stock traded on the Nasdaq Stock Market under the ticker ADTH. The company priced its initial public offering on March 1, 2021, under SEC file number 333-252607, an S-1 registration of shares sold for cash. The pricing prospectus, filed as 424B4 (accession 0001104659-21-029989), self-described the registrant as a blank-check company and assigned it SIC industry code 7370. The vehicle completed a business combination and no longer files; its closure is established by Form 25 (accession 0001354457-24-000421), filed June 21, 2024, under 17 CFR 240.12d2-2(a)(3), reflecting that its common stock and warrants came to evidence other securities in substitution therefor. EDGAR now files the CIK 0001838672 under the name AdTheorent Holding Company, Inc.


Material findings

from the full read of every filing

Every document this company files gets read whole — body and exhibits. These are the ones the read flagged as material, newest first, each citing its filing.

  • The merger cannot close unless holders of not less than a majority of the shares outstanding at the close of business on April 30, 2024 vote in favour, so failing to vote, failing to return a proxy or abstaining all count against the deal — the structural risk in any cash merger with a dispersed retail register. Dissenting holders who comply with the statute have their shares cancelled in exchange for the appraised amount determined under Section 262 of the Delaware General Corporation Law.

  • Two blocks of shares are carved out of the $3.21 and a holder should know which they hold: 598,875 shares subject to the Escrow Agreement dated December 22, 2021 among AdTheorent, MCAP Acquisition, LLC and Continental Stock Transfer & Trust Company, as amended January 24, 2024, and 1,167,308 shares subject to forfeiture under the voting and support agreement dated April 1, 2024 with H.I.G. Growth AdTheorent, LLC. Adoption needs a majority of all outstanding shares, so an abstention or a broker non-vote counts as a vote against.

  • A seventh amendment this late in the process is itself the signal: the economic terms restated here are unchanged in form — aggregate transaction consideration of $775,000,000 less adjustments for half the management bonus pool, payoff of the Monroe and SVB credit agreements, termination of the New York office sublease and deferred CARES Act payroll taxes. Consideration is allocated by a Payment Spreadsheet defined in the agreement rather than by any formula in the prospectus, so the per-holder outcome cannot be derived from this document at all.

  • This amendment carries no Calculation of Registration Fee table: the cover runs from the Exchange Act rule check boxes straight to the Section 8(a) delaying legend. The only sizing figure on the face of the document is the up to 60,813,148 shares of common stock on the proxy statement/prospectus cover, so share counts, per-share price and fee have to be read from an earlier amendment rather than from this one. The transaction runs through four merger sub entities and a blocker structure over an LLC target.

  • Closing turns on two cash tests that redemptions can break: Aggregate Cash Consideration of at least $140,000,000, and Available Cash, including the PIPE and what remains in trust, of at least $258,125,000. The filing states the redemption level that breaks the second one — above 57% there is not enough cash in trust, and only AdTheorent's members may waive it. Against that, the trust held approximately $316.3 million on September 30, 2021, an estimated $10.0006 per share, and the PIPE is 12,150,000 shares at $10.00, or $121,500,000.

  • Two amendments to one registration statement on one day is a case a filing-diff engine has to handle: the pagination and typography differ between them while every figure checked here appears in both. On the substance, the tax discussion adds a threshold beside the cash conditions — if the cash or other non-stock consideration paid to AdTheorent equityholders exceeds 60% of the total value of the aggregate consideration, the company mergers will not qualify as a reorganisation under Section 368(a) of the Code.

Show 4 more material filings
  • Holders are not given a per-share exchange ratio. Every AdTheorent membership interest, and every converted option and restricted stock unit, becomes the right to receive its share of the aggregate transaction consideration in accordance with the Payment Spreadsheet defined in the agreement rather than a ratio stated in the proxy. That aggregate is $775,000,000 less adjustments that include half of the bonus amount payable to certain management employees and the amount needed to discharge the company's obligations, so the headline figure is a ceiling, not what equityholders receive.

  • Aggregate transaction consideration is $775,000,000 less stated adjustments — 50% of the management bonus pool, payoff of the Monroe and SVB credit agreements, termination of the New York office sublease, and deferred CARES Act payroll taxes — so the headline is gross of reductions not quantified here. Consideration is cash, MCAP Class A stock valued at $10.00 per share, restricted stock units and rolled options, allocated by a Payment Spreadsheet. A separate earn-out of $95,000,000, payable in cash or stock at the board's discretion, turns on price milestones within three years of closing.

  • The headline price is a starting point that only moves down: aggregate transaction consideration is $775,000,000 less five deductions the target itself controls — half the management bonus pool, discharge of the Monroe Credit Agreement, discharge of the SVB Credit Agreement, the cost of terminating the New York office sublease, and payroll taxes deferred under the CARES Act. The stock component is MCAP Class A valued at $10.00 per share, a contractual figure rather than a market price, and allocation runs through a Payment Spreadsheet rather than a stated ratio.

  • The single registered line covers two different things: the aggregate maximum shares issuable to AdTheorent's equityholders and the maximum shares underlying stock options that MCAP may assume in the transactions. Because they are not broken out, a holder cannot tell from the fee table how much of the 60,813,148 is consideration and how much is option overhang. The cover offers 'up to 60,813,148 shares of common stock', so the figure is a ceiling rather than a settled issuance.


Filings

live EDGAR feed

Everything this company has filed with the SEC recently, newest first, each with a plain summary of what changed and why it matters.


The record

The reference detail — how the shares were structured at listing, how thinly they trade, and where the company is registered.

Show the reference detail

Unit structure

Cash in trust at IPOnot extracted from the prospectus

from 424B4 0001193125-23-072870

Trading & liquidity

Average daily volume (20d)no volume reported on the bars we hold
Average daily $ volumeneeds both volume and a live price
Range over the bars heldnot enough price history
Total cash in trustthe trust total is not in the last XBRL stamp

Company profile

Industry (SIC)Services-Computer Programming, Data Processing, Etc. (7370)
Registered inDelaware
Exchange · CIKNasdaq · 0001838672

All filings on EDGARopens on sec.gov in a new tab

Directors & officers


Institutional holders

from SC 13G/13D

Funds that have declared a stake above 5%. Heavy ownership by arbitrage funds usually means heavy cash-outs at the next vote.

Show the declared stakes

6 filers with a stake on file · 0 re-affirmed in the last 12 months. A stake with no amendment since is the filer’s last word on it, not proof it is still held — and percentages filed in different years are percentages of different floats, because this vehicle’s share count collapses at every redemption.

One line per filer, not per reporting person: a joint schedule names the management company, its funds and often the individual who controls them, and all of them report the same shares. Click a name for that filer’s whole footprint across every SPAC it has declared a stake in.


News

company wires and the financial press

Reporting we have matched to this ticker. Headlines belong to the outlets that wrote them.


Sources on file

harvested pages, kept in full

Every public page we have read about this company, stored in full so a source can never go missing.


In plain English

tap a term to open it

Every piece of jargon this page could have used, and what it actually means.

Open the plain-English guide
No floor / floorlessthe cash guarantee is gone — the price is unprotected

A SPAC's downside protection is not the cash in trust; it is your right to demand that cash. Once the redemption window closes, the cash stays with the company and the share can trade anywhere.

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.

Broker action datethe day your broker needs the instruction — earlier than the official date

Brokers batch redemption instructions to the transfer agent, so the practical cutoff is roughly two business days before the published deadline. This is the date that actually costs people the floor.

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.

Trust discountbuying below the cash held for you

Only meaningful while a redemption right exists. On a floorless name the same arithmetic is not a discount, it is the market pricing distress, and this product will not call it a yield.

Dilutionhow much of the company new shares take from you

Sponsor promote, PIPE shares, warrants and rights all issue stock that did not pay $10 for it. The headline deal value is before that; the effective value is after.

Pro-forma equitywhat the company is valued at once the deal closes

The combined company's equity value assuming the announced terms and the redemptions that have actually happened.

ARShow much upside you get per unit of downside

SpacBrain's asymmetric-return score. It is deterministic — the same inputs always produce the same number — and it is capped, not zeroed, when the floor is gone.

De-SPACthe day the SPAC becomes the real company

The shares stop being a claim on a pot of cash and start being equity in an operating business. Roughly 80% of recent de-SPACs traded below $10 within a year.

Outside datethe contractual long-stop for closing the deal

A deadline between the SPAC and its target, not between the SPAC and you. It confers no right to cash, which is exactly why it must never be counted as a redemption window.

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.

Accreted NAV (estimate)the last filed cash figure, plus the interest it should have earned since

A model, not a filing: last filed value compounded at the 3-month T-bill for the days elapsed. Always shown in italic with the word estimate, and never printed beside a filed number without it.


Ask the brain

from its filings
Data provenance & audit trail6 internal entries

Written by SpacBrain’s data agents whenever a figure is captured, corrected or flagged, and kept verbatim so every number on this page can be traced back to the filing that states it. This is a running log, not the current record: an early entry may be superseded by a later correction — the panels above always hold the current values.

MACQ — company record
UNIVERSE-IPO-INDEX2026-08-17

admitted from EDGAR's QUARTERLY FORM INDEX, walked without any SIC filter. The SIC 6770 census could not reach this registrant: EDGAR reassigns a shell's SIC the day it stops being one, and this CIK now files under 7370 (Services-Computer Programming, Data Processing, Etc.). The screen found it by filing SHAPE instead — S-1 2021-02-01 → 8-A12B 2021-02-25 → 424B4 2021-03-01 — which nothing rewrites. Admission rule: src/lib/universe-admit.ts. SIC 7370 + self-described blank check in 424B4 0001104659-21-029989; 424B 0001104659-21-029989 priced 2021-03-01 under S-1 0001104659-21-009733 (file 333-252607, an offering for cash); common ticker MACQ off 8-K 0001104659-21-152231 (2021-12-21); lifecycle EXITED. The pricing prospectus was filed under SEC file number 333-252607, which belongs to S-1 0001104659-21-009733 (2021-02-01) — a registration of shares sold for CASH, which is what makes it an IPO rather than merger consideration. Blank-check status from the registrant's own first-person sentence in that prospectus (EDGAR full-text search, 424B4 2021-03-01). Ending PROVEN, not inferred: CLOSED per Form 25 0001354457-24-000421 (2024-06-21) — Form 25 filed under 17 CFR 240.12d2-2(a)(3) — the rule for securities that "have come to evidence other securities in substitution therefor", i.e. the shares became the successor's (class: Common Stock and Warrants). EDGAR now files this CIK as "AdTheorent Holding Company, Inc." — the SPAC's own name is kept here and the successor is the target. ipoSizeM and deadline left NULL: gross-proceeds prose conflates the over-allotment with the offering, and a charter deadline belonging to a vehicle that has ended is a date nobody can act on. ipoDate is the 424B pricing date.

SPONSOR-ID2026-08-14

sponsor "MCAP Acquisition, LLC" sourced from prospectus definition (10-K/A) acc 0000950170-24-048273.

Deal — AdTheorent Holding Company, Inc.
UNTAGGED

[CLOSED-RENAME] EDGAR CIK 0001838672 records "MCAP Acquisition Corp" ending 2021-12-23; the registrant continues as "AdTheorent Holding Company, Inc.". The rename is the SEC's own record of what the vehicle became, keyed by CIK. Closed 2021-12-23. No deal value is set — a rename says what was acquired, never for how much. No date column is set: Deal has announcedAt, voteDate and expectedCloseAt and nowhere to record an actual close, so the SEC's date is kept here until that column exists. [DEAL-STRUCTURE-MINED] pipeSizeM=121.5, terminationFeeM=4.2 from primary filings (0001104659-21-108724).

PIPE2026-08-29

pipeBasis set to UNSOURCED: the size came from the research seed / an earlier record and no filing we hold states it — surfaces now label it "unsourced"; an LLM re-read to FILED replaces this when credits allow

SEGMENT-FROM-FILING2024-05-20

OTHER -> AI, on DEFM14A 0001140361-24-026771: "Founded in 2012, we are a digital media platform which focuses on performance-first, privacy-forward methods to execute programmatic digital advertising campaig"

SEGMENT-REPAIR2026-09-06

AI -> MEDIA_CONSUMER. The quote this segment was SET FROM contradicts it: DEFM14A 0001140361-24-026771 (2024-05-20) — "Founded in 2012, we are a digital media platform which focuses on performance-first, privacy-forward methods to execute programmatic digital advertising campaigns". AdTheorent calls itself a "digital media platform" doing "programmatic digital advertising" — advertising is the business and machine learning is how it is executed, which is true of most of the ad industry and is not a segment. The quote the classifier stored contains no AI or ML word at all; it wrote AI over a sentence that does not support it. Deal.targetSector reads "Communication Services". BIOTECH is a drug developer; diagnostics, devices, care delivery and health services are HEALTHCARE — the axis SEGMENT_LEXICON already encodes. Spac.segment untouched: a mandate and a purchase are different facts. integrity A1.