Idea Acquisition Corp. 8-K

What Happened

• Idea Acquisition Corp. announced it consummated its initial public offering on February 12, 2026, selling 35,000,000 units at $10.00 per unit for gross proceeds of $350,000,000. Each unit contains one Class A ordinary share and one‑third of a warrant; each full warrant entitles the holder to purchase one Class A share at $11.50 (subject to adjustment).
• On the same date the company completed a private placement of 6,000,000 warrants at $1.50 each, generating $9,000,000 in gross proceeds. The Sponsor (Idea Tender LLC) purchased 3,666,667 of those warrants; Cantor Fitzgerald & Co., as representative, and Odeon Capital Group, LLC (the underwriters) purchased the remaining 2,333,333.
• A total of $350,000,000 of proceeds (including up to $14,000,000 of the underwriters’ deferred commission) was placed in a U.S.-based trust account maintained by Continental Stock Transfer & Trust Company. The company also filed an audited balance sheet as of February 12, 2026 reflecting receipt of these proceeds (Exhibit 99.1).

Key Details

• IPO: 35,000,000 units sold at $10.00 per unit → $350,000,000 gross proceeds.
• Private Placement: 6,000,000 warrants at $1.50 each → $9,000,000 gross proceeds; Sponsor purchased 3,666,667 warrants.
• Strike price: each warrant exercisable for one Class A share at $11.50 (subject to adjustment).
• Trust: $350,000,000 of proceeds placed in a U.S.-based trust with Continental Stock Transfer & Trust Company; audited balance sheet dated Feb 12, 2026 included as Exhibit 99.1.

Why It Matters

• The filing confirms the company has completed its IPO and related private placement and that the IPO proceeds have been deposited in a trust account—information investors use to verify available cash raised in the offering.
• The audited balance sheet provides an independent record of the cash raised and is a standard disclosure step after closing an offering, giving investors verified financial reporting related to the transaction.