Monitor for effectiveness of the registration statement and the IPO pricing date. The key catalyst will be the announcement of a business combination target, which could take up to 18 months. Track any future amendments for changes to unit structure or trust terms.
Executive Summary
Elevation Acquisition Group Inc. filed Amendment No. 2 to its S-1 registration statement for a $100 million SPAC IPO, offering 10,000,000 units at $10.00 per unit, each consisting of one Class A ordinary share and one right (entitling holder to 1/6 of a Class A share upon a business combination). The amendment is an exhibits-only filing, adding the form of subscription agreement for at-risk capital investors purchasing founder shares and private placement units. The IPO proceeds will be held in trust for a target business combination, with an 18-month completion window. This is a routine procedural step in the IPO process with no material change in terms.
Key Financial Metrics
Key Facts
- SPAC IPO of 10,000,000 units at $10.00/unit for $100,000,000 gross proceeds.
- Each unit consists of one Class A ordinary share and one right (1/6 of a Class A share upon business combination).
- Underwriters have a 45-day option to purchase up to 1,500,000 additional units for over-allotments.
- Sponsor purchased 5,750,000 founder shares for $25,000; after forfeitures and transfers, effective price per founder share is $0.007.
- At-risk capital investors will purchase 850,000 founder shares at $0.007/share and 85,000 private placement units at $10.00/unit.
- Estimated total offering expenses are $600,000.
- Company has 18 months to complete a business combination or will liquidate.
- Company does not intend to pursue targets in the cryptocurrency industry or located in Asia.
Financial Impact
$100 million gross IPO proceeds, with $3.15 million from private placement units ($3.375 million if over-allotment exercised in full). Estimated offering expenses of $600,000.
Risk Factors
- No identified business combination target; may fail to complete a deal within 18 months, leading to liquidation.
- Founder shares purchased at $0.007 represent significant dilution to public shareholders if a deal is completed.
- At-risk capital investors have lock-up provisions; early selling pressure post-deal could weigh on stock.
- Company is a blank check with no operating history or revenue.
Documents Analyzed
This report is based on 5 SEC documents filed with EDGAR.
| Document | Accession Number |
|---|---|
| S-1/A Filing (Primary) | 0001493152-26-046384 |
| Document: forms-1a.htm | 0001493152-26-046384 |
| Document: 0001493152-26-046384-index-headers.html | 0001493152-26-046384 |
| Document: 0001493152-26-046384-index.html | 0001493152-26-046384 |
| Document: 0001493152-26-046384.txt | 0001493152-26-046384 |
Filters
| Type | Now | ||||
|---|---|---|---|---|---|
Oct 8, 2026 18d ago | S-1/A | — | awaiting T+20 | — | — |
Sep 25, 2026 4w ago | S-1/A | — | awaiting T+20 | — | — |
US Market Status
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