Art Technology Acquisition Corp. 8-K
Accession 0001213900-26-002553
Filed
Jan 7, 7:00 PM ET
Accepted
Jan 8, 4:30 PM ET
Size
1.8 MB
Accession
0001213900-26-002553
Research Summary
AI-generated summary of this filing
Art Technology Acquisition Corp. Closes $220M IPO and $8.25M Private Placement
What Happened Art Technology Acquisition Corp. filed an 8‑K reporting the closing of its initial public offering on January 7, 2026. The IPO sold 22,000,000 units at $10.00 per unit, generating $220,000,000 in gross proceeds. Each Unit includes one Class A ordinary share and one‑fourth of one redeemable warrant (each whole warrant exercisable for one share at $11.50). Simultaneously, the company completed a private placement of 825,000 units at $10.00 per unit for $8,250,000. The Underwriters had a 45‑day over‑allotment option for up to 3,300,000 units (not exercised).
Key Details
- IPO: 22,000,000 units at $10.00 per unit; gross proceeds $220,000,000; underwriters’ representative Clear Street LLC.
- Warrants: each Unit includes 1/4 of a warrant; each whole warrant exercisable at $11.50 per share.
- Over‑allotment: underwriters had option for 3,300,000 additional units (45 days); no units issued under this option.
- Private Placement: 825,000 units for $8,250,000 purchased by Clear Street (295,000) and Art Technology Sponsor, LLC (530,000); sold under Section 4(a)(2) exemption.
- Trust account: $220,000,000 of net proceeds (including $8.8M deferred underwriter discount) placed in a trust for public shareholders; funds generally locked until a qualifying business combination or liquidation. Interest may be withdrawn for working capital (up to $400,000/year), taxes, and limited dissolution expenses (up to $100,000 if no business combination).
- Governance and protections: On January 5, 2026 the company filed amended and restated memorandum and articles, appointed directors (Katherine E. Fleming, Walter T. Beach, Phoebe A. Saatchi, Yassir Benjelloun‑Touimi, and Daniel G. Cohen), named committee chairs (Beach — Audit; Fleming — Compensation), and entered indemnity agreements covering directors and certain officers (including CFO R. Maxwell Smeal and COO Emmanuelle Cohen).
Why It Matters This filing confirms the company is now capitalized and structured as a SPAC: substantial funds ($220M placed in trust) are available to pursue an initial business combination, but those funds are restricted and will remain in trust until a deal closes or the SPAC liquidates. The private placement and warrant terms affect potential dilution and future financing dynamics. New board appointments and indemnity agreements establish governance and director protections going into the search for a target. Investors should note the 24‑month (or potentially 27‑month) deadline framework for completing an initial business combination and the limited amounts the company can withdraw from the trust prior to a deal.
Documents
- 8-Kea0272059-8k_art.htmPrimary
CURRENT REPORT
- EX-1.1ea027205901ex1-1_art.htm
UNDERWRITING AGREEMENT, DATED JANUARY 5, 2026, BETWEEN THE COMPANY AND CLEAR STREET LLC
- EX-3.1ea027205901ex3-1_art.htm
AMENDED AND RESTATED MEMORANDUM AND ARTICLES OF ASSOCIATION, FILED WITH THE CAYMAN ISLANDS GENERAL REGISTRY ON JANUARY 5, 2026
- EX-4.1ea027205901ex4-1_art.htm
WARRANT AGREEMENT, DATED JANUARY 5, 2026, BETWEEN CONTINENTAL STOCK TRANSFER & TRUST COMPANY AND THE COMPANY
- EX-10.1ea027205901ex10-1_art.htm
LETTER AGREEMENT, DATED JANUARY 5, 2026, BY AND AMONG THE COMPANY AND CERTAIN SECURITY HOLDERS, OFFICERS AND DIRECTORS OF THE COMPANY
- EX-10.2ea027205901ex10-2_art.htm
INVESTMENT MANAGEMENT TRUST AGREEMENT, DATED JANUARY 5, 2026, BETWEEN CONTINENTAL STOCK TRANSFER & TRUST COMPANY AND THE COMPANY
- EX-10.3ea027205901ex10-3_art.htm
REGISTRATION RIGHTS AGREEMENT, DATED JANUARY 5, 2026, BETWEEN THE COMPANY AND CERTAIN SECURITY HOLDERS OF THE COMPANY
- EX-10.4ea027205901ex10-4_art.htm
PLACEMENT UNIT SUBSCRIPTION AGREEMENT, DATED JANUARY 5, 2026, BETWEEN THE COMPANY AND ART TECHNOLOGY SPONSOR, LLC
- EX-10.5ea027205901ex10-5_art.htm
PLACEMENT SECURITIES SUBSCRIPTION AGREEMENT, DATED JANUARY 5, 2026, BETWEEN THE COMPANY AND CLEAR STREET LLC
- EX-10.6ea027205901ex10-6_art.htm
ADMINISTRATIVE SERVICES AGREEMENT, DATED JANUARY 5, 2026, BETWEEN THE COMPANY AND ART TECHNOLOGY SPONSOR, LLC
- EX-10.7ea027205901ex10-7_art.htm
FORM OF INDEMNITY AGREEMENT
- EX-99.1ea027205901ex99-1_art.htm
PRESS RELEASE DATED JANUARY 5, 2026 (PRICING OF THE IPO)
- EX-99.2ea027205901ex99-2_art.htm
PRESS RELEASE DATED JANUARY 7, 2026 (CLOSING OF THE IPO)
- EX-101.SCHartc-20260105.xsd
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Issuer
Art Technology Acquisition Corp.
CIK 0002086545
Related Parties
1- filerCIK 0002086545
Filing Metadata
- Form type
- 8-K
- Filed
- Jan 7, 7:00 PM ET
- Accepted
- Jan 8, 4:30 PM ET
- Size
- 1.8 MB