Art Technology Acquisition Corp.

Overview

• Legal form and domicile: Cayman Islands exempted company.
• Business purpose: Special purpose acquisition company formed to complete a merger, share exchange, asset acquisition, share purchase, reorganization or other similar business combination (the initial business combination).
• Target focus: Technologies, art, financial services, and related sectors that power transformation and innovation; may pursue targets outside these sectors and may consider domestic or international opportunities.
• Public status: Public company with a trust account holding proceeds from the IPO and placement units to be used for the initial business combination or other corporate purposes if applicable.
• Pre-combination management commitment: Management and directors are not required to devote significant time and may change following an initial business combination.

Capitalization, funds and trust

• IPO completed: January 7, 2026
  • Units issued: 22,000,000
  • Gross proceeds: $220,000,000
• Over-allotment exercised: January 24, 2026 (closed January 26, 2026)
  • Additional units sold: 3,300,000
  • Additional gross proceeds: $33,000,000
• Private placement concurrent with IPO: January 7, 2026
  • Placement units sold: 825,000 at $10.00 per unit
  • Gross proceeds from private placement: $8,250,000
  • Placement buyers: Sponsor (530,000 units) and Clear Street (295,000 units)
• Trust account: $253,000,000 (aggregate from IPO and placement proceeds), invested in permitted short-term U.S. government securities or money market funds, held until the earlier of consummation of a business combination, redemption related to certain shareholder approvals, or liquidation if no business combination is completed within the allowed period.
• Funds available outside trust (as of January 7, 2026): Approximately $3.1 million for working capital and transaction-related needs.
• Deferred underwriting: $10.78 million payable at closing of the initial business combination (not from the trust).
• Founder ownership and placement: Founder shares and placement units issued to the sponsor and non-managing sponsor investors; sponsor forfeited 100,000 founder shares at IPO closing. Initial holders collectively own approximately 26.2% of issued and outstanding shares.

Management, sponsor and governance

• Executive officers:
  • Daniel G. Cohen — Chief Executive Officer
  • R. Maxwell Smeal — Chief Financial Officer
  • Emmanuelle Cohen — Chief Operating Officer
• Board highlights:
  • Katherine Fleming — Vice Chairman of the Board (CEO and President of the J. Paul Getty Trust; former Provost of New York University)
  • Benjelloun-Touimi — Director (founder of ARTEX; over 20 years in investment banking)
• Sponsor: Art Technology Sponsor, LLC (and related affiliates)
• Ownership and control: Sponsor and its affiliates hold a material stake and can influence board composition and strategic direction prior to the initial business combination.
• Related activities: Affiliates and directors have roles in other SPACs and investment ventures.
• Employees and office: Three executive officers prior to combination; principal offices at 2929 Arch Street, Suite 1703, Philadelphia, PA 19104-2870. Office costs are included in a monthly sponsor fee.

Acquisition strategy and deal framework

• Approach: Identify, evaluate, acquire and operate a target business; transactions may be structured to acquire 100% or a minority stake depending on the opportunity and structure.
• Nasdaq 80% fair market value test: Initial business combination(s) must have an aggregate fair market value of at least 80% of the trust account value at signing; the board may obtain an independent opinion if required.
• Control and regulatory tests: Post-transaction structures will be designed to meet voting-control or other requirements to avoid Investment Company Act issues.
• Sourcing: Targets may be sourced from unaffiliated advisors, private equity, investment banks, attorneys and accountants, as well as affiliated sources via sponsor or management.
• Fees and incentives: Advisory, finder’s or success fees may be paid to parties associated with officers or directors, disclosed in transaction materials.
• Financing: The company may seek additional debt or equity financing to complete a transaction or support post-combination operations; such financing could dilute public shareholders.

Operations and post-combination outlook

• Operating history: The company has not generated operating revenues to date and expects to become an operating entity only after completing an initial business combination.
• Facilities and support: Corporate overhead is covered under the sponsor arrangement; principal office in Philadelphia.
• Post-combination: The public vehicle is intended to become an operating company owned by public shareholders, with economics and governance determined by the target and transaction structure.

Liquidity features and risks

• Redemption rights: Public shareholders may redeem their shares for a pro rata portion of the trust account in connection with the initial business combination, subject to the terms described in offering documents.
• Warrants: Warrants generally are not redeemable prior to a de-SPAC event and may expire worthless if no initial business combination is completed within the allowed period.
• Dilution risk: Issuance of additional ordinary shares or equity-linked securities to complete a business combination or finance operations could dilute public shareholders.
• Governing provisions: The charter and warrant agreements specify forum provisions and other protective measures that affect governance and dispute resolution.
• Investment Company Act exposure: Depending on asset composition and timing, the company may be subject to Investment Company Act considerations.
• Tax and regulatory considerations: The Inflation Reduction Act includes a potential 1% excise tax on certain stock repurchases that could affect redemptions and transaction timing. U.S. national security reviews (e.g., CFIUS) and cross-border regulatory issues could affect the acquisition or integration of certain targets.

Key dated events

• January 7, 2026: IPO consummated — 22,000,000 units issued; $220,000,000 gross proceeds. Concurrent private placement of 825,000 placement units for $8,250,000. Founders’ shares issued and sponsor forfeited 100,000 founder shares at IPO closing.
• January 24–26, 2026: Over-allotment exercised and closed — 3,300,000 units issued; $33,000,000 gross proceeds. Trust account funded with approximately $253,000,000 from IPO and placement proceeds.
• Post-IPO ownership: Initial holders collectively owned approximately 26.2% of issued and outstanding shares as of the dates above.

Financial snapshot (selected figures)

• Revenue: $0 to date
• Employees: Three executive officers pre-combination
• Trust funds: $253,000,000
• Outside working capital: ~$3.1 million (as of January 7, 2026)
• Deferred underwriting fee: $10.78 million (payable at closing of initial business combination)
• Units and proceeds:
  • IPO: 22,000,000 units; $220,000,000 gross
  • Over-allotment: 3,300,000 units; $33,000,000 gross
  • Private placement: 825,000 units; $8,250,000 gross

If you want this shortened to a one-page executive brief or adjusted to focus on financing, governance, or target criteria, I can prepare that.