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8-K ·Filed Oct 7, 2026
PA

PAXG

Pine Tree Acquisition Corp.
NEUTRAL
Impact 5/10
Horizonweeks Processed20d 17h ago SEC0001477932-26-006073
8-K material event: Items 1.01
Actionable Insight • Neutral

Monitor for the 8-K filing containing audited balance sheet (due within 4 business days post-closing) and subsequent trading commencement date for separate trading of shares and rights. The 12-month business combination deadline starts from closing date; any press releases or press releases regarding target identification will be key catalysts.

DirectionNeutral
Confidencehigh
Horizonweeks

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Executive Summary

Pine Tree Acquisition Corp. filed an 8-K on October 6, 2026, entering into an underwriting agreement with Maxim Group LLC for its IPO of 10,000,000 units at $10.00 per unit, each consisting of one Class A ordinary share and one right to receive 3/4 of a share upon a future business combination. The filing also includes the adoption of amended and restated memorandum and articles of association and a rights agreement, formalizing the SPAC's structure for its $100 million trust account and 24-month business combination timeline.

Key Facts

  • IPO of 10,000,000 units at $10.00 per unit, each unit = 1 Class A ordinary share + 1 right to receive 3/4 of a share upon business combination
  • Underwriters' over-allotment option for up to 1,500,000 additional units within 45 days
  • Sponsors (Pine Tree Sponsor Group, LLC and North Penn, LLC) purchasing 140,000 placement units at $10.00/unit in a private placement
  • Founder shares: 4,928,571 Class B shares held by Pine Tree Sponsor Group, LLC, convertible 1:1 into Class A shares upon business combination
  • Trust account funded with $100,000,000 from IPO proceeds plus $1,400,000 from placement units
  • Company must complete a business combination within 12 months from IPO closing or liquidate
  • Representative shares: 400,000 ordinary shares (up to 460,000 if over-allotment exercised) issued to Maxim Group LLC
  • Amended and restated memorandum and articles of association adopted by special resolution on October 6, 2026

Financial Impact

IPO raises $100,000,000 in gross proceeds (before underwriting discounts and expenses), with an additional $1,400,000 from private placement units deposited into trust. Net proceeds of approximately $275,000 released to company for working capital.

cashshare counttrust account

Risk Factors

  • Risk of no business combination within 12 months from closing, leading to liquidation and trust account distribution
  • Dilution from over-allotment option (up to 1,500,000 additional units) and potential working capital loans conversion
  • Founder shares subject to forfeiture (up to 642,857 shares if over-allotment not exercised fully
  • Trust account only $100,000,000; any claims against trust account waived by target businesses and vendors must
  • Insider restrictions on transfer of founder shares and placement units until 30 days after business combination

Investment Themes

Traditional Finance

Documents Analyzed

This report is based on 3 SEC documents filed with EDGAR.

DocumentAccession Number
8-K Filing (Primary)0001477932-26-006073
Document: ptree_ex101.htm0001477932-26-006073
Document: ptree_ex41.htm0001477932-26-006073
14 reports for PAXG
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Oct 21, 2026
6d ago
8-K
NEUTRAL ★ 2/10
—awaiting T+20——
Oct 15, 2026
12d ago
8-K
NEUTRAL ★ 3/10
—awaiting T+20——
Oct 14, 2026
13d ago
8-K
NEUTRAL ★ 4/10
—awaiting T+20——
Oct 13, 2026
14d ago
SC 13D
NEUTRAL ★ 3/10
—awaiting T+20——
Oct 13, 2026
14d ago
SC 13G
NEUTRAL ★ 4/10
—awaiting T+20——
Oct 9, 2026
18d ago
SC 13G
NEUTRAL ★ 4/10
—awaiting T+20——
Oct 8, 2026
19d ago
SC 13G
NEUTRAL ★ 4/10
—awaiting T+20——
Oct 7, 2026
20d ago
8-K
NEUTRAL ★ 5/10
—awaiting T+20——
Oct 6, 2026
21d ago
424B4
NEUTRAL ★ 5/10
—awaiting T+20——
Oct 6, 2026
21d ago
EFFECT
NEUTRAL ★ 5/10
—awaiting T+20——
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Report published Oct 7, 2026