8-K
Indigo Acquisition Corp. (INAC)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION13 OR 15(d) OF THE
SECURITIES EXCHANGEACT OF 1934
Date of Report (Date of earliest event reported): July 18, 2025
INDIGO ACQUISITION CORP.
(Exact Name of Registrant as Specified in Charter)
| Cayman Islands | 001-42721 | N/A |
|---|---|---|
| (State or Other Jurisdiction | (Commission File Number) | (IRS Employer |
| of Incorporation) | Identification No.) |
801 Brickell Avenue, Suite 1900
Miami, FL 33131
(Address of Principal Executive Offices) (Zip Code)
(305) 438-7700
(Registrant’s Telephone Number, Including Area Code)
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|---|---|
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| --- | --- |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| --- | --- |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e 4(c)) |
| --- | --- |
Securities registeredpursuant to section 12(b) of the Act:
| Title of Each Class | Trading Symbol(s) | Name of each exchange on which registered |
|---|---|---|
| Units, each consisting of one ordinary share and one right | INACU | The Nasdaq Stock Market LLC |
| Ordinary Shares, par value $0.0001 per share | INAC | The Nasdaq Stock Market LLC |
| Rights, each entitling the holder to one tenth of one ordinary share upon the completion of the Company’s initial business combination | INACR | The Nasdaq Stock Market LLC |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☒
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 8.01. Other Events.
On July 18, 2025, Indigo Acquisition Corp. (the “Company”) announced that holders of the Company’s units will be able to separately trade the ordinary shares and rights included in such units commencing on or about July 30, 2025. The ordinary shares and rights will be listed on the Nasdaq Global Market (“Nasdaq”) under the symbols “INAC” and “INACR,” respectively. No fractional rights will be issued upon separation of the units and only whole rights will trade. Units not separated will continue to be listed on Nasdaq under the symbol “INACU.” A copy of the Company’s press release announcing the foregoing is included as Exhibit 99.1 to this Current Report on Form 8-K.
Item 9.01. Financial Statement and Exhibits.
(d) Exhibits:
| Exhibit | Description |
|---|---|
| 99.1 | Press release |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
1
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Dated: July 18, 2025
| INDIGO ACQUISITION CORP | |
|---|---|
| By: | /s/ James S. Cassel |
| Name: | James S. Cassel |
| Title: | Chief Executive Officer |
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Exhibit 99.1
Indigo Acquisition Corp. Announces Separate Trading of its OrdinaryShares and Rights
NEW YORK, July 18, 2025 —(GLOBE NEWSWIRE)—Indigo Acquisition Corp. (NASDAQ: INACU) (the “Company”) announced today that, commencing on or about July 30, 2025, holders of its units sold in the Company’s initial public offering may elect to separately trade the Company’s ordinary shares and rights included in the units. The ordinary shares and rights that are separated will trade on the Nasdaq Global Market (“Nasdaq”) under the symbols “INAC” and “INACR,” respectively. No fractional rights will be issued upon separation of the units and only whole rights will trade. Those units not separated will continue to trade on Nasdaq under the symbol “INACU.” Holders of units will need to have their brokers contact Continental Stock Transfer & Trust Company, the Company’s transfer agent, in order to separate the units into ordinary shares and rights.
The Company is a Cayman exempt company, formed as a blank check company for the purpose of entering into a merger, share exchange, asset acquisition, share purchase, recapitalization, reorganization or similar business combination with one or more businesses or entities. The Company intends to focus on opportunities with established, profitable companies with attractive market positions and/or growth potential that can leverage our management team’s experience and expertise. The Company is led by its Chairman of the Board and Chief Executive Officer, James S. Cassel, and its Chief Operating Officer and Chief Financial Officer, Scott Salpeter.
FORWARD-LOOKING STATEMENTS
This press release contains statements that constitute “forward-looking statements.” Forward-looking statements are subject to numerous conditions, many of which are beyond the control of the Company, including those set forth in the Risk Factors section of the Company’s final prospectus relating to the Company’s initial public offering filed with the SEC on July 1, 2025. Copies are available on the SEC’s website, www.sec.gov. The Company undertakes no obligation to update these statements for revisions or changes after the date of this release, except as required by law.
Contact:
James S. Cassel, CEO
jcassel@cs-ib.com
305-438-7700
Scott Salpeter, CFO
ssalpeter@cs-ib.com
305-438-7700