YICC SEC filings, in plain English
Everything Yorkville International Capital has filed with the SEC that we hold — 21 filings, newest first, 19 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 (Exhibit 99.1) attached to a Schedule 13G, executed by MAGNETAR FINANCIAL LLC, MAGNETAR CAPITAL PARTNERS LP, SUPERNOVA MANAGEMENT LLC, and DAVID J. SNYDERMAN to satisfy the filing-sharing requirements of Rule 13d-1(k) under the Securities Exchange Act of 1934. The four named parties formally agreed that their beneficial ownership statement concerning YORKVILLE INTERNATIONAL CAPITAL CORP dated June 30, 2026, and any future amendments thereto, would be filed jointly on behalf of each signer. Hayley Stein executed the agreement as Attorney-in-fact for David J. Snyderman on August 13, 2026. Why it matters: This exhibit contains zero disclosures regarding redemption deadlines, trust account balances, extension mechanisms, business combination progress, or sponsor conduct. It functions exclusively as a procedural mechanism to consolidate regulatory responsibility among affiliated holders. Because the attached text omits the standard Schedule 13G Cover Page data—specifically aggregate shares beneficially owned, percentage of the outstanding class, nature of control or agency, source and amount of funds, and dates of earliest transactions—the document alone does not shift investor expectations around capital deployment timelines or liquidity parameters. To evaluate whether Magnetar-affiliated entities have accumulated positions, adjusted voting thresholds, or indicated conditional support for a pending de-SPAC transaction, analysts must review the complete 13G filing package rather than this administrative cover sheet.
What changed: Quarterly Report on Form 10-Q for the period ended June 30, 2026, the first such report since the SPAC's IPO on June 17, 2026. The SPAC completed its IPO on June 17, 2026, raising $230 million (23 million units at $10.00 each, including full exercise of over-allotment) and an additional $6.3 million from private placement warrants. As of June 30, 2026, the trust account holds $230,300,725 ($10.01 per public share, reflecting $300,725 of interest income). Cash outside trust is $811,018, with working capital of $887,151 and no borrowings under working capital loans. Total liabilities are $9,304,514 (including $9.2 million deferred underwriting fees). Shareholders' deficit is $(8,195,141), primarily due to accumulated deficit and the remeasurement of redeemable Class A shares. The SPAC has not yet selected a target and continues to search, focusing on established businesses in emerging markets, especially Latin America and Venezuela. No business combination or extension has been announced; the deadline is June 17, 2028. Why it matters: This is the baseline financial statement post-IPO, establishing trust value per share ($10.01), operating expense run rate ($194,210 in G&A for about two weeks of operations), and sponsor-related compensation (CEO and admin services at $15,000/month each). The filing confirms the SPAC's structure and the absence of any imminent deal. It also discloses that the sponsor has granted 450,000 founder shares to directors and the CEO, contingent on a business combination, with no compensation recognized yet.
What changed: A Joint Filing Agreement (Exhibit 99.1) appended to a Schedule 13G beneficial ownership report, executed on August 12, 2026, by Adage Capital Management, L.P., Robert Atchinson, and Phillip Gross. The exhibit establishes a collaborative filing mechanism under SEC Rule 13d-1(k), permitting the named holders to submit one Schedule 13G covering their respective positions in YICC. Each executing party acknowledges individual responsibility for the timeliness, completeness, and accuracy of information attributed to them, while expressly disclaiming responsibility for the others’ disclosures unless they know or have reason to believe those disclosures are inaccurate. The submitted text contains no share counts, ownership percentages, purchase prices, or stated objectives for accumulating YICC securities. Why it matters: This administrative exhibit does not disclose mechanics relevant to Yorkville International Capital’s redemption schedule, trust value, extension proposals, or business combination timeline. Investors tracking these variables should consult the principal Schedule 13G statement (not provided here) for exact block sizes, voting directives, and any explicit declarations regarding pursuit of a target, conversion of trust interests, or sponsorship renegotiations. Nevertheless, the existence of a coordinated 13G filing suggests unified reporting intent among the signatories, which historically can correlate with aligned views on capital deployment, liquidation preferences, or support for management actions preceding the June 17, 2028 deadline. Absent the primary filing, no actionable changes to redemption calendars, trust accounting, or sponsor conduct are documented in this text.
What changed: A Joint Filing Agreement (Exhibit 99.1) accompanying a Schedule 13G beneficial ownership report, executed by Yorkville International Capital Sponsor, LLC, YA II PN, Ltd., Yorkville Advisors Global, LP, Yorkville Advisors Global II, LLC, and Mark Angelo. The five parties executed the agreement on August 11, 2026, to collectively file the Schedule 13G regarding their beneficial ownership of Class A ordinary shares, $0.0001 par value per share, of Yorkville International Capital Corp. Each Party represented to the others that it qualifies to use Schedule 13G and agreed to bear responsibility for the timely filing, completeness, and accuracy of information concerning itself, as well as for any known inaccuracies concerning the other Parties. Matthew Beckman signed as Authorized Signatory for the four affiliated entities, and Mark Angelo signed individually. The document contains no modifications to shareholder conversion rights, trust administration, target search mandates, or corporate dissolution timelines. Why it matters: This is a standard compliance attachment confirming shared filing liability within the sponsor group rather than an operational or transactional update. It contains zero claims regarding customers, revenue, market size, strategy, technology, partnerships, litigation, or executive appointments. Because the filing discloses nothing beyond administrative ownership reporting arrangements, it carries no predictive weight for investors tracking the trust account, liquidation horizon, or merger development. The sole mechanical effect is the formalization of joint reporting obligations, which neither accelerates nor delays the public float’s ability to exercise redemption or vote on business combinations.
What changed: A Form 8-K Current Report submitted pursuant to Section 13 or 15(d) of the Exchange Act, filed under Item 8.01 (Other Events), and accompanied by Exhibit 99.1 announcing the commencement of separate trading for Yorkville International Capital Corp.’s publicly listed securities. The filing reports that, commencing July 13, 2026, holders of the initial public offering units may elect to separate them into individually listed Class A ordinary shares (trading as YICC) and redeemable warrants (trading as YICCW) on the Nasdaq Global Market tier, while unseparated units remain listed as YICCU. The document does not modify the trust account, trigger redemption events, announce an extension, or detail any target selection or negotiation progress. Regarding sponsorship posture and deal mechanics, the attached press release states that the company 'has not selected any specific business combination target and has not, nor has anyone on its behalf, engaged in any substantive discussions' for an acquisition. The warrant term specifies an exercise price of $11.50 per share, and shareholders are instructed to have their brokers contact Continental Stock Transfer & Trust Company to execute the split, noting that 'no fractional Warrants will be issued upon separation' and each Unit comprises 'one Class A ordinary share... and one-third of one redeemable warrant'. Why it matters: This procedural listing update increases tradability and price transparency for existing security holders ahead of a potential de-SPAC transaction, but carries no immediate impact on the trust accounting or statutory liquidation window. The press release outlines the sponsor’s commercial roadmap: management intends to focus its search on 'established businesses operating in emerging markets, with a particular emphasis on Latin America and Venezuela.' The filing identifies the personnel executing that strategy as Chief Executive Officer Kevin McGurn, Chief Financial Officer Troy Rillo, Chairman Mark Angelo, and independent directors Owen A. May, Mark Hiltwein, and Jean-Paul Colaco. Because this is a routine exchange administrative action that does not alter capital commitments, require shareholder votes, or accelerate liquidation timelines, it does not represent a material shift in the redemption calendar or capital deployment trajectory, though it necessitates timely broker coordination to avoid forfeiting the entire fractional warrant portion during the break-up.
What changed: Form 8-K current report under Items 8.01 and 9.01 announcing the consummation of the initial public offering and submitting an audited balance sheet (Exhibit 99.1). According to the registrant’s filing, the company closed its IPO on June 17, 2026, selling 23,000,000 public units at $10.00 per unit for $230,000,000 in gross proceeds. Simultaneously, 6,300,000 private placement warrants were sold for $6,300,000 at $1.00 per warrant. Management states that $230,000,000 was placed into a U.S.-based trust account, noting the accompanying financial notes anticipate the amount to be '$10.00 per Public Share.' The filing establishes a 24-month completion window from the June 17, 2026 closing. The sponsor purchased 15,333,333 founder shares for $25,000. The company recorded $9,200,000 in deferred underwriting commissions, payable only upon a business combination. Related party agreements commit up to $15,000 per month to a sponsor affiliate for administrative services and $15,000 per month to Chief Executive Officer Kevin McGurn. The audit report and financial notes confirm no operating revenues have been generated and zero income tax provisions exist under Cayman Islands law. Why it matters: Redemption calendar stakeholders should note the fixed 24-month deadline set from the June 17, 2026 closing, which dictates the liquidation or extension trigger window in June 2028 if a deal is not finalized. The disclosed $230,000,000 trust balance anchors shareholder redemption economics at the filing’s stated anticipation of $10.00 per share, though the notes explicitly condition fund release on business combination completion or liquidation events. Sponsor conduct mechanics are altered by the letter agreement: the sponsor waives redemption rights for founder shares, forfeits liquidation distributions on those shares if a deal fails, and contractually agrees to vote founder shares in favor of a business combination. Deal progress remains at inception, as management explicitly states no target has been identified and no substantive discussions have occurred. Strategic risk disclosures highlight exposure to Russia-Ukraine conflict fallout, Israel-Hamas escalation, international sanctions, SWIFT disruptions, and tariff impacts, which the registrant warns could delay acquisition targets or destabilize capital markets required for execution. All data points are sourced directly from the 8-K text, Exhibit 99.1, and the accompanying Notes to Financial Statements.
What changed: Routine compliance exhibit: a Schedule 13G joint filing statement consenting to collective reporting of beneficial ownership of Yorkville International Capital Corp. shares under Rule 13d-1(k)(1). No mechanical shifts are reported. The document contains only a consent between Tenor Capital Management Company, L.P., Tenor Opportunity Master Fund, Ltd., and Robin Shah to file as a single reporting group. The SPAC’s ongoing search status, trust composition, and existing redemption timelines remain untouched by this submission. Why it matters: The consent itself does not advance or delay a business combination, nor does it trigger or extend a redemption window. It merely confirms administrative alignment among the three named parties to satisfy Securities Exchange Act reporting requirements. Because the exhibit lacks share counts, percentage ownership, or stated acquisition purposes, it provides no signal regarding capital deployment, sponsor conduct, or deal progress. Tracking investors must await separate proxy materials, tender offers, or extension resolutions to assess timing or trust distribution mechanics.
What changed: Post-IPO 8-K filing by Yorkville International Capital Corp. (YICC) reporting the consummation of its initial public offering, the entry into standard SPAC formation agreements, unregistered sales of equity, and director appointments. The 8-K reports the consummation of the IPO on June 17, 2026, and the filing of all related agreements. Key mechanics established: (1) Trust Account funded with $230,000,000 from IPO and private placement proceeds. (2) Shares trade at $10.01 per trust share. (3) 24-month deadline for a business combination (by June 17, 2028). (4) Standard lock-up: founders (6 months post-BC), private placement warrants (30 days post-BC). (5) Deferred underwriting fee of $9,200,000 placed in trust. (6) Sponsor purchased 4,000,000 private warrants for $4,000,000; underwriter purchased 2,300,000 private warrants for $2,300,000. (7) 15,333,333 Class B founder shares issued for $25,000. Why it matters: This is the foundational document for the SPAC. It establishes the trust value ($10.01/share), the redemption deadline (June 17, 2028), the sponsor's cost basis ($25k for founder shares), and the expense structure. For investors tracking YICC, this is the baseline against which all future extensions, deals, and trust draws will be measured. The filing also confirms the sponsor's stated target focus on 'established businesses operating in emerging markets, with a particular emphasis on Latin America and Venezuela' (per attached press releases).
What changed: Final prospectus (424B4) for a $200 million SPAC IPO, filed under Rule 424(b)(4) on June 16, 2026 — the core offering document for Yorkville International Capital Corp. Initial public filing of the prospectus establishing this new SPAC's terms. Trust is $200M ($10.00/share, $10.01 stated in the global header, but $10.00 used throughout the document). Deadline: 24 months from closing (i.e., June 2028). Redemption: all public shareholders can redeem at trust value ($10.00 per share) upon business combination, regardless of vote; 15% cap on redemptions by a single shareholder or group without prior consent if a shareholder vote is used. 24-month term can be extended by shareholder vote with an associated redemption right. Founder shares (15,333,333 Class B) purchased for $25,000 ($0.002/share); will convert to Class A at 1:1, subject to anti-dilution adjustments that maintain founder stake at 40% of post-IPO shares (43.4% if over-allotment not exercised). Sponsor and underwriters will purchase 6,000,000 private placement warrants at $1.00/warrant ($6M total). CFO Kevin McGurn ($15,000/month) and sponsor ($15,000/month for office/admin) receive monthly payments. Permitted withdrawals from trust interest capped at $400,000/year. Warrant exercise price $11.50; warrants redeemable at $0.01 if shares trade above $18.00 for 20/30 days. Units consist of 1 Class A share and 1/3 warrant. Nasdaq listing under YICCU (units), YICC (shares), YICCW (warrants). Why it matters: This filing establishes the complete redemption and liquidation mechanics, sponsor economics, and target focus for a new SPAC with a specific emerging-markets / Venezuela thesis. The trust/share is $10.01 in the header but $10.00 per the document's terms. The 24-month deadline and $10.00 trust value are firm. Sponsor ownership at 40% of post-IPO shares is unusually high (many SPACs target 20%), creating substantial dilution risk for public shareholders. The focus on Latin America, particularly Venezuela, introduces significant geopolitical and sanctions risk. The document also details the extensive related-party transactions and conflicts of interest arising from the sponsor's and management's involvement in multiple other SPACs (Yorkville I, New America I, Texas Ventures III, Blue Water III, D. Boral I).
What changed: Form 3 (initial statement of beneficial ownership), explicitly labeled in the filing as an "insider ownership report" submitted by director May Owen Arthur. The filing states verbatim that "No non-derivative transactions or holdings reported," confirming the reporting person declared zero equity acquisitions, dispositions, or derivative positions at issuance. Why it matters: This disclosure bears on sponsor conduct and capital signaling by confirming zero insider accumulation at this stage. The filing’s plain-language declaration of empty director holdings provides no measurable shift in management alignment, meaning it does not alter baseline assumptions about shareholder redemption pressure, extension negotiations, or combination timeline adherence relative to the current trust value. Because the issuer remains in a "SEARCHING" status and the form registers no strategic equity movement, the filing carries no operational weight on deal progress or financing mechanics.
What changed: A Form 3 initial acquisition of securities filing, functioning as a routine regulatory compliance exhibit to record insider ownership positions. The filing identifies Yorkville International Capital Sponsor, LLC as a 10% owner but explicitly states there were 'No non-derivative transactions or holdings reported.' No adjustments to the SPAC’s trust account, redemption deadline, extension schedule, or target identification progress are disclosed. The sponsor executed no reported equity movements on this date. Why it matters: Because the filing attributes zero transaction activity to the sponsor, it operates as a compliance checkpoint rather than a trigger for redemption calendar updates or financing events. It contains no claims about customers, revenue, market size, strategy, technology, partnerships, litigation, or personnel changes. All assertions derive exclusively from the reporting person’s submission to the SEC. While static, Form 3 disclosures officially log the sponsor’s initial grant or capital contribution, providing transparency on skin-in-the-game alignment during the SEARCHING phase without altering the $10.01 trust-per-share benchmark or the 2028-06-17 deadline referenced in the offering framework.
What changed: SEC Form 8-A for Registration of Certain Classes of Securities Pursuant to Section 12(b) of the Securities Exchange Act of 1934, formally registering Units (each consisting of one Class A ordinary share and one-third of one redeemable warrant), Class A ordinary shares, and redeemable warrants for listing on The Nasdaq Stock Market LLC. The filing executes the final regulatory step to list YICC’s public securities on Nasdaq. It incorporates by reference the security specifications from the Registrant’s Form S-1 originally filed on May 14, 2026 (File No. 333-295912). The document specifies that the redeemable warrants carry an exercise price of $11.50 and the Class A ordinary shares carry a par value of $0.0001 per share. No exhibits are attached because no other securities are being registered and the registration is not under Section 12(g). Chief Executive Officer Kevin McGurn executed the form on June 15, 2026. Why it matters: This routine exchange registration confirms the securities’ official listing status without altering YICC’s search timeline, trust mechanics, redemption deadlines, or merger objectives. The filing contains no commercial disclosures, revenue projections, market size estimates, partnership announcements, litigation updates, or operational strategy shifts. Because it solely finalizes the Nasdaq listing framework tied to the May 14, 2026 prospectus, it leaves all existing trust valuations, shareholder redemption windows, and sponsor governance structures unchanged until future merger-related filings occur.
What changed: Form 3 — insider ownership report. Per the filing, reporting person Angelo Mark (director, 10% owner) disclosed zero non-derivative transactions and reported no current holdings, meaning no changes occurred to insider equity position, public float composition, or sponsorship signaling ahead of the 2028-06-17 deadline. Why it matters: As submitted, this static disclosure provides no alteration to redemption mechanics, trust liquidity, extension voting calculus, target acquisition timeline, or sponsor conduct monitoring. The filing contains no operational claims regarding customers, revenue, market size, strategy, technology, partnerships, litigation, or additional executive moves. Because Angelo Mark (director, 10% owner) explicitly reported no activity, the document conveys structural continuity rather than transactional momentum, leaving the $10.01 trust value and remaining search window unaffected by insider action.
What changed: SEC Form 3 Insiders’ Statements of Changes in Beneficial Ownership documenting the baseline security position of director Jean-Paul Colaco for Yorkville International Capital Corp. Director Jean-Paul Colaco stated in this filing that he reported 'No non-derivative transactions or holdings.' No adjustments occurred to trust account composition, redemption pricing, extension provisions, or business-combination timelines. Why it matters: This is a routine administrative filing confirming initial or unchanged insider registration rather than strategic movement. Because the document contains zero claimed equity acquisitions, disposals, or derivative settlements by the named director, it provides no actionable signal of sponsor conviction or capital alignment relative to public shareholders. It leaves the redemption calendar, trust mechanics, and active deal search entirely unaffected. No substantive claims regarding customers, revenue, market size, strategy, technology, partnerships, litigation, or executive personnel changes appear in the text.
What changed: FORM 3 — insider ownership report. The filing states that Reporting Person Kevin McGurn (director, Chief Executive Officer) recorded no non-derivative transactions or holdings changes during the reporting window. Why it matters: Because the exhibit explicitly reports zero insider stock movement, there is no shift in management or sponsor equity that would signal revised expectations for a business combination, alter the redemption calendar, or imply readiness to amend the acquisition deadline. No claims regarding customers, revenue, market size, strategy, technology, partnerships, litigation, or operational milestones appear in the filing. Investors tracking whether leadership is deploying personal capital ahead of a de-SPAC transaction, coordinating with the sponsor on funding, or signaling confidence via open-market purchases receive no affirmative update; the document reflects a static ownership baseline rather than active deal preparation or sponsor conduct adjustments.
What changed: A routine compliance exhibit — specifically, a SEC Form 3 insider ownership report. Per the Form 3 filing dated 2026-06-15, Director Mark S. Hiltwein reported no non-derivative transactions or holdings. This absence of insider share activity does not alter Yorkville International Capital Corp.’s mechanical framework: the entity remains in SEARCHING status, maintains a trust value of $10.01 per share, and faces a fixed redemption deadline of 2028-06-17. No extension motions, target identification milestones, or trust distributions are recorded. Why it matters: For investors tracking redemption windows, trust preservation, extension timelines, and sponsor conduct, the filed disclosure signals stable executive positioning and no immediate capital flight ahead of a business combination. Because Director Hiltwein’s submission contains zero operational or commercial assertions, it provides no information on customers, revenue, market size, strategy, technology, partnerships, or litigation. Market participants should treat this as a baseline governance checkpoint and monitor subsequent filings for substantive corporate developments.
What changed: This document is a routine SEC Form 3 insider ownership report filed by Yorkville International Capital Corp. Chief Financial Officer Rillo Troy on 2026-06-15, cataloging equity transactions and holdings under Section 16(a). Nothing changed in SPAC mechanics or insider economics per this filing. The Form 3 states that CFO Rillo Troy reported no non-derivative transactions or holdings as of the 2026-06-15 submission date. Consequently, there are no updates to executive equity positions, voting power, or sponsorship alignment. The document does not mention redemption calendars, trust account balances, extension votes, business combination targets, or capital structure modifications. Why it matters: Investors tracking redemption deadlines, trust value, extensions, deal progress, and sponsor conduct can read this as a neutral administrative confirmation that the CFO’s economic interest and governance stake remained unchanged during the reporting window. Because the filing attributes no non-derivative activity to the reporting executive, it eliminates near-term concerns about insider liquidity events, dilutive compensation grants, or shifts in negotiating authority that could affect the ongoing search phase. Beyond the routine compliance statement from Rillo Troy, the document contains no substantive claims about customers, revenue, market size, strategy, technology, partnerships, litigation, or corporate personnel. It functions as a standard Section 16(a) transparency record rather than a strategic or financial update.
What changed: Amendment No. 1 to an S-1 registration statement for an initial public offering by Yorkville International Capital Corp., a blank-check SPAC. This document is a preliminary prospectus that registers the offer and sale of 20,000,000 units at $10.00 per unit, each consisting of one Class A ordinary share and one-third of one redeemable warrant, for a total offering of $200,000,000. It also registers the underlying Class A ordinary shares and warrants and related securities. This is a pre-effective amendment. Compared to the original S-1 filing (not provided), this amendment updates the prospectus with a new preliminary date of June 4, 2026, and includes updated financial statements (audited balance sheet as of April 2, 2026 and statements of operations, changes in shareholder's equity, and cash flows for the period from inception through April 2, 2026). The management team biographies have been updated to reflect recent positions, namely Kevin McGurn's role as Interim CEO of Trump Media & Technology Group Corp. (since April 21, 2026) and Troy Rillo's roles as CEO/CFO of Texas Ventures Acquisitions III Corp. and Yorkville Acquisition Corp. The document also includes updated risk factor language regarding the SEC's SPAC rules and Investment Company Act guidance, and reflects the formation period financials. Why it matters: This is the core IPO prospectus for a $200 million SPAC. It establishes the trust ($10.01/share), the 24-month deadline to consummate a business combination, redemption rights for public shareholders, the terms of the sponsor's founder shares and private placement warrants, and the compensation arrangements for management. The detailed business strategy focuses on Latin America and Venezuela. The updated management bios reveal extensive ties to other active SPACs (Yorkville I, Texas Ventures III, Blue Water III, New America I) creating significant potential conflicts of interest. The updated financial statements show the nominal $25,000 investment for the founder shares and the resulting substantial dilution for public investors. The filing details all related party transactions, including the $300k promissory note, the monthly $15k admin fee to sponsor, and the $15k monthly CEO salary.
What changed: Registration statement on Form S-1 for an initial public offering of a blank check company (SPAC). This is a new registration; no prior S-1 was on file. The SPAC is registering 20,000,000 units (20,000,000 Class A ordinary shares and 6,666,666 warrants) at $10.00 per unit, with a 45-day over-allotment option of up to 3,000,000 additional units. Trust deposit will be $200,000,000 ($10.00 per unit). The SPAC has 24 months from closing to complete a business combination, extendable with shareholder approval (up to 36 months). No target has been selected. Sponsor and underwriters will purchase 6,000,000 private placement warrants at $1.00 per warrant. Why it matters: The filing provides the first detailed disclosure of YICC's terms: trust value per share, redemption mechanics, sponsor compensation (founder shares at ~$0.002, private warrants at $1.00), dilution tables, and conflicts of interest. Investors can now evaluate the SPAC's structure, sponsor incentives, and the extended timeline (24 months, extendable to 36) before a de-SPAC must occur. The filing also confirms the sponsor's prior SPAC experience and the intended focus on Latin American/Venezuelan targets.
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.