Welcome to our dedicated page for Constellation Acquisitn I SEC filings (Ticker: CSTAF), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Constellation Acquisition Corp I filings document the SPAC’s blank-check structure, public securities and material-event reporting. Disclosures identify Class A ordinary shares, redeemable warrants and units, along with trust-account mechanics, redemption framework, business-combination deadlines and shareholder-vote matters.
Its SEC record also covers sponsor promissory-note financing, extension deposits, material agreements, governance actions, capital-structure changes and late annual-report notification. As a Cayman Islands exempted company and emerging growth company, the issuer’s filings frame obligations around completing an initial business combination and maintaining public-company reporting.
Constellation Acquisition Corp. I and Jindalee Lithium plan a SPAC merger to form US Elemental, with management targeting a Nasdaq listing in the second half of 2026.
The transaction will leave Jindalee with an approximately 80% stake in US Elemental, and the company says the McDermitt lithium project in Oregon will be the new entity's centerpiece. Jindalee completed a pre-feasibility study in late 2024 outlining a projected mine life of more than 60 years using a fraction of the resource base.
Execution milestones disclosed include preparing an S-4 registration statement, a planned in-fill drilling campaign and a full feasibility study starting in H2 2026 with a target completion by the end of 2027, and an aim to secure key federal permits by the end of 2028. McDermitt was named among the first ten projects in the federal FAST-41 permitting initiative.
Constellation Acquisition Corp. I circulated a communication describing comments from US Elemental’s CEO about rapidly rising lithium demand, supply-chain constraints and China’s pricing pressure, and it reiterated that a Registration Statement and proxy/prospectus will be filed in connection with a proposed business combination involving US Elemental.
The communication includes forward-looking statements about demand, project funding, capitalization, potential government support and transaction risks; it directs readers to the Registration Statement and Form S-4 materials for full details and urges shareholders to review the proxy/prospectus when available.
Constellation Acquisition Corp. I filed a Form S-4 registration statement to effect a proposed business combination that would list US Elemental Inc. on Nasdaq under the ticker ULIT. The transaction implies a pro forma enterprise value of $576 million and is expected to close in the second half of 2026, subject to regulatory and shareholder approvals.
Upon closing, US Elemental would hold the McDermitt Lithium Project in Oregon, with a reported mineral resource estimate of approximately 21.5 million tonnes of LCE, and the Clayton North Project in Nevada. The Registration Statement and related proxy/prospectus will be filed with the SEC and mailed to Constellation shareholders after effectiveness.
Constellation Acquisition Corp. I filed a Form S-4 that registers the proposed business combination creating US Elemental, which would hold Jindalee Lithium’s US assets including the McDermitt Lithium Project. The S-4 filing begins the SEC review; closing remains targeted for 2H 2026 and is subject to shareholder approvals and NASDAQ listing approval.
The S-4 discloses an intended PIPE of approximately US$20–30 million. Jindalee is expected to retain a majority interest of 80% or more in US Elemental at completion, subject to customary adjustments. Jindalee will hold a shareholder meeting on 30 June 2026 and hosts an investor webinar on 3 June 2026.
Constellation Acquisition Corp I drew $5,000 under an unsecured promissory note with Constellation Sponsor LP and deposited the funds into its trust account. This small advance allows the SPAC to extend the deadline to complete its initial business combination from May 29, 2026 to June 29, 2026.
The extension is the fourth of up to eleven one-month extensions permitted by its governing documents, giving the company additional time to finalize a transaction. The note bears no interest and is scheduled to mature when a business combination closes. If no deal is completed, repayment will only come from cash held outside the trust account.
Constellation Acquisition Corp. I furnished a communication that republishes a BTV post and video about the McDermitt Lithium Project and its proposed U.S. restructuring into a Nasdaq-listed vehicle. The filing includes forward-looking statements and states the Contracting Parties expect to file a Proxy/Registration Statement on Form S-4 in connection with the Business Combination, dated April 9, 2026.
The communication directs shareholders to review the forthcoming Registration Statement and CSTA’s Annual Report on Form 10-K for the year ended December 31, 2025 for risk factors and additional information.
Constellation Acquisition Corp I reported a net loss of $686,786 for the quarter ended March 31, 2026, driven mainly by $1,955,632 of general and administrative costs, partly offset by a $1,263,996 non‑cash gain from lower warrant liabilities. Cash in the operating account was $5,127, with only $641,254 held in the Trust Account, reflecting extensive prior redemptions.
The company has a working capital deficit of $8,672,879 (excluding a $3,181,000 related‑party convertible note) and discloses that mandatory liquidation by the Termination Date of May 29, 2026, or as late as January 29, 2027 with extensions, raises substantial doubt about its ability to continue as a going concern.
On April 9, 2026, Constellation signed a Business Combination Agreement with HiTech Minerals Inc., based on an equity value of $500 million, and its sponsor affiliate invested $1,550,000 in 12.0% Series A Cumulative Convertible Preferred Stock plus a commitment to purchase $2,500,000 of PubCo equity or equity‑linked securities, aiming to support closing the HiTech Business Combination in the second half of 2026.
Constellation Acquisition Corp. I reposted a LinkedIn presentation from Jindalee Lithium Limited on May 13, 2026 that discusses a proposed business combination among Constellation Acquisition Corp. I ("CSTA"), PubCo (US Elemental Inc.), Jindalee and HiTech Minerals Inc. The parties expect to file a Proxy/Registration Statement on Form S-4 in connection with the Business Combination, which is governed by a Business Combination Agreement dated April 9, 2026. The communication contains customary forward-looking statements and directs shareholders to review the forthcoming Registration Statement and related SEC filings for details.
Constellation Acquisition Corp. I and Jindalee Lithium report that US environmental groups filed a lawsuit in Oregon challenging the US Bureau of Land Management’s 8 December 2025 Decision Record approving an Exploration Plan of Operations (EPO) for the McDermitt Lithium Project. Jindalee, via subsidiary HiTech Minerals Inc., intends to seek intervention to support the BLM’s decision. The company says the EPO authorizes temporary exploration only and does not approve mining operations. No preliminary injunction or court order suspending EPO activities has been filed, and a timetable for the proceedings has not been set. Jindalee cites prior multi-year environmental review and agency engagement, refers to its Pre-Feasibility Study (November 2024), and notes the Business Combination Agreement dated April 9, 2026 among the contracting parties. Jindalee states confidence in the BLM’s analysis and will provide updates as required.
Constellation Acquisition Corp I borrowed $5,000 under an existing unsecured promissory note from Constellation Sponsor LP and deposited the funds into its trust account. This small loan allows the SPAC to extend the deadline to complete its initial business combination from April 29, 2026 to May 29, 2026.
The company describes this as the third of eleven permitted one-month extensions under its amended and restated memorandum and articles of association, giving it extra time to finalize a deal. The note bears no interest and matures when an initial business combination closes, and if no deal occurs, repayment will be made only from funds remaining outside the trust account.