secwatch / observer

8-K filed February 13, 2026, 6:59 PM ET ticker IACO CIK 0002091176

other material confidence high sentiment neutral materiality 0.65

Idea Acquisition Corp. closes $350M IPO and $9M private placement; targets AI/LLM firms

Idea Acquisition Corp.

Offered 35,000,000 units at $10/unit; gross proceeds $350M from IPO.
Concurrent private placement of 6M warrants at $1.50/warrant for $9M gross proceeds.
Sponsor purchased 3,666,667 private warrants; Cantor Fitzgerald 1,633,333; Odeon 700,000.
$350M placed in trust; proceeds to be held until business combination or redemption.
Board appointed Roddenberry Jr., Urbach, and Lingham; focus on software vertical using LLMs/AI.

item 1.01 item 3.02 item 5.02 item 5.03 item 8.01 item 9.01

Key facts

Extracted from this filing and checked against the source text.

Equity Issuances SEC 8-K Item 3.02/3.03 confidence 0.99

Idea Acquisition Corp. issued 6,000,000 warrants of warrant to Idea Tender LLC and underwriting group (Cantor Fitzgerald & Co., Odeon Capital Group, LLC) for $1.50 per warrant, gross proceeds $9,000,000.

Security: warrant
Shares: 6,000,000 warrants
Purchaser: Idea Tender LLC and underwriting group (Cantor Fitzgerald & Co., Odeon Capital Group, LLC)
Consideration: $1.50 per warrant, gross proceeds $9,000,000

Exact text from the filing

On February 12, 2026, simultaneously with the closing of the IPO, pursuant to the Private Placement Warrants Purchase Agreements, the Company completed the private sale of an aggregate of 6,000,000 warrants (the “ Private Placement Warrants ”) to the Sponsor and the Underwriters at a purchase price of $1.50 per Private Placement Warrant, generating gross proceeds to the Company of $9,000,000.

View on SEC.gov

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

Idea Acquisition Corp. entered into Private Placement Warrants Purchase Agreement with the Sponsor (effective 2026-02-10).

Action: entry
Agreement: equity purchase
Counterparty: the Sponsor
Effective: 2026-02-10

Exact text from the filing

● A Registration Rights Agreement, dated February 10, 2026, by and among the Company, the Sponsor and the holders signatory thereto, a copy of which is attached as Exhibit 10.3 hereto and is incorporated herein by reference.

View on SEC.gov

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

Idea Acquisition Corp. entered into Investment Management Trust Agreement with Continental Stock Transfer & Trust Company (effective 2026-02-10).

Action: entry
Counterparty: Continental Stock Transfer & Trust Company
Effective: 2026-02-10

Exact text from the filing

● An Investment Management Trust Agreement, dated February 10, 2026, by and between the Company and Continental, as trustee

View on SEC.gov

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

Idea Acquisition Corp. entered into Registration Rights Agreement with the Sponsor and the holders signatory thereto (effective 2026-02-10).

Action: entry
Counterparty: the Sponsor and the holders signatory thereto
Effective: 2026-02-10

Exact text from the filing

● A Registration Rights Agreement, dated February 10, 2026, by and among the Company, the Sponsor and the holders signatory thereto

View on SEC.gov

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

Idea Acquisition Corp. entered into Private Placement Warrants Purchase Agreement with the Representative (effective 2026-02-10).

Action: entry
Agreement: equity purchase
Counterparty: the Representative
Effective: 2026-02-10

Exact text from the filing

● A Private Placement Warrants Purchase Agreement, dated February 10, 2026, by and between the Company and the Representative

View on SEC.gov

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

Idea Acquisition Corp. entered into Underwriting Agreement with Cantor Fitzgerald & Co. (effective 2026-02-10).

Action: entry
Agreement: underwriting
Counterparty: Cantor Fitzgerald & Co.
Effective: 2026-02-10

Exact text from the filing

● An Underwriting Agreement, dated February 10, 2026, by and between the Company and Cantor Fitzgerald & Co., as representative of the underwriters

View on SEC.gov

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Idea Acquisition Corp. filing history →

Source: SEC EDGAR

accession 0001104659-26-015269

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