Constellation Acquisition extends SPAC deal deadline one month
Constellation Acquisition Corp I borrowed $5,000 under an existing unsecured promissory note from Constellation Sponsor LP and deposited the funds into its trust account.
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Form Type
8-K
Rhea-AI Filing Summary
Constellation Acquisition Corp I borrowed $5,000 under an existing unsecured promissory note from Constellation Sponsor LP and deposited the funds into its trust account. This small loan allows the SPAC to extend the deadline to complete its initial business combination from April 29, 2026 to May 29, 2026.
The company describes this as the third of eleven permitted one-month extensions under its amended and restated memorandum and articles of association, giving it extra time to finalize a deal. The note bears no interest and matures when an initial business combination closes, and if no deal occurs, repayment will be made only from funds remaining outside the trust account.
8-K Event Classification
Item 2.03 — Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement
1 item
Item 2.03
Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement
Financial
The company incurred a new significant debt or off-balance-sheet obligation.
Key Figures
Extension Funds: $5,000
New combination deadline: May 29, 2026
Permitted extensions: 11 one-month extensions
+2 more
5 metrics
Extension Funds
$5,000
Drawn on April 28, 2026 under unsecured promissory note
New combination deadline
May 29, 2026
Extended from April 29, 2026 for SPAC business combination
Permitted extensions
11 one-month extensions
This filing reflects the third permitted extension
Warrant exercise price
$11.50 per share
Each whole redeemable warrant exercisable for one Class A ordinary share
Note interest rate
0%
Unsecured promissory note bears no interest
Key Terms
unsecured promissory note, trust account, initial business combination, amended and restated memorandum and articles of association, +1 more
5 terms
unsecured promissory note financial
"pursuant to the unsecured promissory note, dated January 30, 2024 between the Company and Constellation Sponsor LP"
An unsecured promissory note is a written IOU in which a borrower promises to repay a loan plus any interest but does not pledge any asset as collateral. Investors care because it relies solely on the borrower’s ability to pay—like lending money to someone without holding their watch as security—so it usually carries higher interest and higher risk and ranks below secured debt if the borrower defaults, affecting expected recovery and company credit profile.
trust account financial
"which Extension Funds the Company deposited into the Company’s trust account for its public shareholders"
A trust account is a special bank or brokerage account where assets are held and managed by a designated person or firm (the trustee) for the benefit of another person or group (the beneficiary). It matters to investors because it separates assets from personal or corporate funds, can protect assets, control how and when money is used, and may affect tax or legal rights—think of it as a locked drawer opened only under agreed rules.
initial business combination financial
"the date by which it must complete its initial business combination from April 29, 2026 to May 29, 2026"
An initial business combination is the deal in which a special-purpose acquisition company (SPAC) merges with or acquires an operating business to bring that business onto public markets. Think of the SPAC as an empty shell that raises money from investors, then uses that cash to buy a private company—this transaction turns the private company into a public one and often changes its ownership, valuation, and access to capital, so investors should watch for shifts in risk, future growth prospects, and shareholder rights.
amended and restated memorandum and articles of association regulatory
"permitted under the Company’s amended and restated memorandum and articles of association"
A document that replaces and combines a company’s core governing papers into a single, updated set of rules spelling out the company’s purpose, share structure, voting rights and how decisions are made. Think of it as rewriting and consolidating a household’s rulebook so everyone knows who controls what and how major choices are handled. Investors watch these changes because they can alter ownership rights, governance, dividend policy and takeover protections, affecting value and control.
emerging growth company regulatory
"Emerging growth company"
An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What did Constellation Acquisition Corp I (CSTAF) disclose in this 8-K?
Constellation Acquisition Corp I disclosed that it drew $5,000 under an unsecured promissory note and deposited it into its trust account. This draw funds a one-month extension of the deadline to complete its initial business combination to May 29, 2026.
How long did CSTAF extend its SPAC business combination deadline?
The company extended its business combination deadline by one month, moving it from April 29, 2026 to May 29, 2026. This extension is described as the third of up to eleven one-month extensions allowed under its amended and restated memorandum and articles of association.
How much did CSTAF borrow to fund the latest extension and from whom?
Constellation Acquisition Corp I borrowed $5,000 in extension funds from Constellation Sponsor LP under an unsecured promissory note dated January 30, 2024. These funds were deposited into the company’s trust account for its public shareholders to support the one-month extension.
What are the key terms of CSTAF’s unsecured promissory note?
The unsecured promissory note does not bear interest and matures upon closing of the company’s initial business combination. If no business combination is consummated, the note will be repaid, if at all, only from amounts remaining outside the company’s trust account, after redemptions.
How many monthly extensions can CSTAF use in total?
The filing states that this is the third of eleven one-month extensions permitted under the company’s amended and restated memorandum and articles of association. That framework allows Constellation Acquisition Corp I multiple opportunities to extend its deadline while it seeks an initial business combination.
Where are CSTAF’s securities traded and what classes are listed?
The company lists Class A ordinary shares, redeemable warrants, and units on the OTCID Basic Market under symbols CSTAF, CSTWF, and CSTUF, respectively. Each unit consists of one Class A ordinary share and one-third of one redeemable warrant exercisable at $11.50 per whole warrant.
AI-generated analysis. How Rhea-AI works. Not financial advice.
