Business Context and Reporting Period
This Form 8-K was filed by Cartesian Growth Corporation, a Cayman Islands special purpose acquisition company (SPAC), with an earliest reported event date of February 23, 2021. The supplied metadata identifies Alti Global, Inc., but the filing itself names Cartesian Growth Corporation as the registrant.
The filing reports the effectiveness of the IPO registration statement, the IPO closing on February 26, 2021, related private placement financing, director appointments, amended constitutional documents, and establishment of the trust account.
Key Financial and Capitalization Metrics
- IPO: 34,500,000 units sold at $10.00 per unit, generating gross proceeds of $345.0 million. The amount includes 4,500,000 units issued upon the underwriters’ full exercise of their over-allotment option.
- Unit composition: Each unit included one Class A ordinary share and one-third of one redeemable warrant.
- Public warrants: Each whole warrant entitles the holder to purchase one Class A ordinary share at an exercise price of $11.50, subject to adjustment.
- Private placement: The sponsor purchased 8,900,000 warrants at $1.00 per warrant, generating gross proceeds of $8.9 million. No underwriting discounts or commissions were paid on this placement.
- Trust account: The filing states that $345.0 million of net proceeds from the IPO and private placement was placed in the trust account for public shareholders.
- Revenue and profitability: The filing does not provide operating revenue, net income, operating cash flow, margins, or other performance measures.
- Debt and liquidity: No debt balance or unrestricted cash balance is disclosed. Trust-account funds are generally restricted pending a business combination, shareholder redemptions, or other specified events.
Material Changes, Outlook, and Risks
- The company completed its IPO and private placement and became capitalized to pursue an initial business combination.
- The trust account funds may be released upon completion of the initial business combination, liquidation if no business combination is completed within 24 months after the IPO closing or any approved extension, or specified shareholder redemptions.
- Private placement warrants generally have cashless-exercise and non-redemption features while held by the sponsor or permitted transferees. They and the underlying shares are subject to transfer restrictions, generally until 30 days after completion of the initial business combination.
- The filing provides no specific acquisition target, transaction timetable beyond the 24-month deadline, financial guidance, or operating outlook.
- Three directors—Bertrand Grabowski, Elias Diaz Sese, and Daniel Karp—were appointed effective February 23, 2021.
- The amended articles authorize up to 200 million Class A ordinary shares, 20 million Class B ordinary shares, and 1 million preference shares.
Facts Investors Should Verify
- Confirm the registrant identity: the filing is for Cartesian Growth Corporation, not Alti Global, Inc.
- Verify the final net amount deposited in the trust account and reconcile it with the stated $345.0 million IPO gross proceeds and $8.9 million private placement proceeds.
- Review the warrant agreement for redemption, exercise, adjustment, and cashless-exercise provisions.
- Review the trust agreement and amended articles for redemption rights and the 24-month business-combination deadline.
- Review the underwriting, sponsor, registration-rights, administrative-services, and indemnification agreements for sponsor economics, related-party arrangements, and potential dilution.