Allegro Merger Corp. to combine with SEEQC in de-SPAC with $65M PIPE, expected Q2 2026

Allegro Merger Corp.

Allegro will merge into wholly-owned subsidiary of SEEQC; Allegro stockholders receive 1 share of SEEQC common per share.
PIPE financing of $65M at $5.00/share from accredited investors; proceeds to be used for growth.
SEEQC stockholders eligible for up to 60M earnout shares if VWAP targets of $6.50, $8.00, $10.00 met over three years.
Board will have 7 directors: 2 from Allegro, 5 from SEEQC; SEEQC officers continue.
Closing expected Q2 2026 subject to stockholder approvals, SEC effectiveness, and other conditions.

Key facts

Extracted from this filing and checked against the source text.

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.98

Allegro Merger Corp. entered into Agreement and Plan of Merger with SEEQC, Inc. valued at merger of Allegro Merger Corp. into SEEQC Merger Sub, Inc., a wholly owned subsidiary of SEEQC, Inc. (effective 2026-01-16).

Action: entry
Agreement: merger
Counterparty: SEEQC, Inc.
Value: merger of Allegro Merger Corp. into SEEQC Merger Sub, Inc., a wholly owned subsidiary of SEEQC, Inc.
Effective: 2026-01-16

Exact text from the filing

On January 16, 2026, Allegro Merger Corp., a Delaware corporation (“ Allegro ”), entered into an Agreement and Plan of Merger (“ Merger Agreement ”) with SEEQC, Inc., a Delaware corporation (the “ Company ” or “ SeeQC ”), and SEEQC Merger Sub, Inc., a Delaware corporation and a wholly-owned subsidiary of SeeQC (“ Merger Sub ”).

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Source: SEC EDGAR

accession 0001213900-26-005217

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