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Alchemy Investments Acquisition Corp 1 filed an amended annual report to correct the date of a prior Marcum LLP audit opinion, while re-presenting its full 2025 financial statements and SPAC disclosures.
For 2025, the SPAC reported a net loss of $1.1 million versus prior-year profit of $4.2 million, with $8.8 million held in its trust account and only $55,020 of cash outside the trust. Auditors included a going concern paragraph, citing a $3.4 million working capital deficit and reliance on completing a business combination by September 9, 2026.
The filing details a proposed Business Combination Agreement with Cartiga, LLC, valuing Cartiga at $540 million and using an Up‑C structure in which Pubco (to be renamed Cartiga Holdings, Inc.) will be the public parent and Cartiga will remain the operating partnership. Closing conditions include at least $40 million of “Available Closing Buyer Cash,” Nasdaq listing approval, and multiple shareholder and member votes. Extensive ancillary agreements, including lock‑ups, a tax receivable agreement and a shareholders agreement granting significant governance rights to key investors, would govern the post‑closing structure.
Alchemy Investments Acquisition Corp 1 filed an amended annual report to correct the date of a prior Marcum LLP audit opinion, while re-presenting its full 2025 financial statements and SPAC disclosures.
For 2025, the SPAC reported a net loss of $1.1 million versus prior-year profit of $4.2 million, with $8.8 million held in its trust account and only $55,020 of cash outside the trust. Auditors included a going concern paragraph, citing a $3.4 million working capital deficit and reliance on completing a business combination by September 9, 2026.
The filing details a proposed Business Combination Agreement with Cartiga, LLC, valuing Cartiga at $540 million and using an Up‑C structure in which Pubco (to be renamed Cartiga Holdings, Inc.) will be the public parent and Cartiga will remain the operating partnership. Closing conditions include at least $40 million of “Available Closing Buyer Cash,” Nasdaq listing approval, and multiple shareholder and member votes. Extensive ancillary agreements, including lock‑ups, a tax receivable agreement and a shareholders agreement granting significant governance rights to key investors, would govern the post‑closing structure.
Alchemy Investments Acquisition Corp 1 filed an 8-K announcing an Investor Presentation prepared with Cartiga, LLC about their potential business combination. The April 2026 presentation, attached as Exhibit 99.1, is being used to brief investors on the proposed transaction.
The filing explains that Alchemy Acquisition Holdings, Inc. intends to submit a Registration Statement on Form S-4 to the SEC, including a preliminary proxy statement/prospectus for the proposed deal. Alchemy plans to mail a definitive proxy statement and proxy card to shareholders for an Extraordinary Meeting once available.
The document includes extensive forward-looking statement and risk disclosures, highlighting uncertainties around closing the business combination, required approvals, Nasdaq listing, redemption levels and Cartiga’s growth. It clarifies that the Investor Presentation is not an offer to sell securities or a solicitation to buy or vote, and that any securities offering would only occur through a compliant prospectus or exemption.
Alchemy Investments Acquisition Corp 1 filed an 8-K announcing an Investor Presentation prepared with Cartiga, LLC about their potential business combination. The April 2026 presentation, attached as Exhibit 99.1, is being used to brief investors on the proposed transaction.
The filing explains that Alchemy Acquisition Holdings, Inc. intends to submit a Registration Statement on Form S-4 to the SEC, including a preliminary proxy statement/prospectus for the proposed deal. Alchemy plans to mail a definitive proxy statement and proxy card to shareholders for an Extraordinary Meeting once available.
The document includes extensive forward-looking statement and risk disclosures, highlighting uncertainties around closing the business combination, required approvals, Nasdaq listing, redemption levels and Cartiga’s growth. It clarifies that the Investor Presentation is not an offer to sell securities or a solicitation to buy or vote, and that any securities offering would only occur through a compliant prospectus or exemption.
Alchemy Investments Acquisition Corp. 1 filed an 8-K describing a joint press release with Cartiga, LLC about exploring a potential private investment in public equity (PIPE) to support their proposed business combination and post-closing business plan. The parties have begun preliminary talks with potential investors, but have not signed any definitive PIPE agreements and may never do so.
The press release also notes that on March 10, 2026, Cartiga completed the first closing of its new private credit vehicle, the LBS Income Fund, anchored by a subscription from a leading global alternative asset manager. Cartiga is portrayed as a data-driven legal finance platform that has deployed more than $1.9 billion into legal sector investments tied to estimated settlement values exceeding $20 billion.
Alchemy Investments Acquisition Corp. 1 filed an 8-K describing a joint press release with Cartiga, LLC about exploring a potential private investment in public equity (PIPE) to support their proposed business combination and post-closing business plan. The parties have begun preliminary talks with potential investors, but have not signed any definitive PIPE agreements and may never do so.
The press release also notes that on March 10, 2026, Cartiga completed the first closing of its new private credit vehicle, the LBS Income Fund, anchored by a subscription from a leading global alternative asset manager. Cartiga is portrayed as a data-driven legal finance platform that has deployed more than $1.9 billion into legal sector investments tied to estimated settlement values exceeding $20 billion.