|8-KJan 29, 5:48 PM ET

Constellation Acquisition Corp I 8-K

Research Summary

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Updated

Constellation Acquisition Corp I Extends SPAC Deadline; Sponsor to Fund Trust

What Happened

  • Constellation Acquisition Corp I (CSTAF) held a shareholder meeting on January 27, 2026 and approved an amendment to its memorandum and articles to extend the SPAC termination date from January 29, 2026 to February 28, 2026. The company filed the articles amendment with the Cayman registrar on January 28, 2026.
  • The sponsor (Constellation Sponsor LP) agreed that, within ten business days of the meeting, it (or an affiliate/designee) will deposit $5,000 into the SPAC’s trust account via a non‑interest bearing, unsecured promissory note. If the company has not completed a business combination by February 28, 2026, the board may (at the sponsor’s request and with five days’ notice) extend the termination date up to 11 additional months; the sponsor will deposit $5,000 for each one‑month extension (up to an aggregate of $55,000), also by promissory note.

Key Details

  • Shareholder meeting date: January 27, 2026; articles amendment filed January 28, 2026.
  • Vote results for the Extension Amendment Proposal: For 7,644,519; Against 1,000; Abstain 0. Quorum: 7,645,519 shares present (~97.84% of voting power).
  • Immediate sponsor deposit: $5,000 (non‑interest bearing, unsecured promissory note). Potential additional deposits: $5,000 per month for up to 11 months (up to $55,000). Total possible sponsor funding = $60,000 (initial $5K + up to $55K).
  • Redemptions: 17,773 Class A shares redeemed at about $13.39/share, totaling ≈ $238,039. After redemptions and the initial $5,000 deposit, the trust account balance will be approximately $628,176. Outstanding Class A shares after redemptions: 7,646,529 (46,529 held by public shareholders).

Why It Matters

  • The extension buys the SPAC more time (to no later than January 29, 2027 if all monthly extensions are used) to complete a business combination without calling a shareholder vote for each month. The sponsor’s deposits provide a modest boost to the trust account so the SPAC can cover redemptions and related costs while seeking a deal.
  • For investors, key facts to note are the new near‑term deadline (Feb 28, 2026), the modest level of sponsor funding (initial $5K, up to $60K total), the recent redemptions and resulting trust balance (~$628K), and the small number of public shares remaining (46,529). These details affect the remaining cash available per public share and the SPAC’s runway to close a business combination.