Art Technology Acquisition Corp. Liquidation Value

Art Technology Acquisition Corp. (ARTC) is a Cayman Islands blank check SPAC incorporated August 22, 2025, with a March 31, 2026 balance sheet date. The company completed its IPO on January 7, 2026 (22,000,000 units at $10.00) and exercised its full overallotment on January 26, 2026 (3,300,000 additional units), aggregating $253,000,000 gross IPO proceeds. Simultaneously, 825,000 Private Placement Units were sold at $10.00 each for $8,250,000. Total transaction costs were $15,735,399, comprising $4,400,000 cash underwriting fee, $10,780,000 deferred underwriting commission, and $555,399 other offering costs.

Under a liquidation lens, the balance sheet is structurally atypical for a going-concern operating company. Total assets are $257,825,292 as of March 31, 2026, of which $254,990,838 (99%) is marketable securities held in Trust Account — money market funds invested in U.S. Treasury securities, classified as Level 1 fair value. Under standard SPAC liquidation mechanics, this trust balance is earmarked for redemption of 25,300,000 Class A public shares at $10.08/share; it is not available to satisfy general creditors or non-redeeming equity holders. Outside-trust assets are $2,834,454 (cash $2,609,277 plus prepaid expenses $168,927 plus long-term prepaid insurance $56,250), all recoverable at or near face value.

Liabilities total $10,911,908: current liabilities of $131,908 (accrued offering costs $75,000, accrued expenses $56,908; the related-party promissory note of $194,453 that existed at December 31, 2025 was repaid at IPO close) and a non-current deferred underwriting fee of $10,780,000. The deferred underwriting fee is contingent — the underwriters have agreed to waive it if no Business Combination is completed within the Combination Period, in which case it reverts to Trust for distribution to public shareholders. Accordingly, in a true wind-up scenario absent a Business Combination, the deferred underwriting fee would not be a claim against trust assets. However, if a Business Combination is completed and this fee becomes due and payable, it stands as a face-value liability reducing post-combination equity.

Class A shares subject to possible redemption are carried at $254,990,838 (temporary equity, outside permanent equity), reflecting the full trust balance at $10.08/share redemption value. Permanent shareholders' deficit is ($8,077,454), driven by the $8,078,407 accumulated deficit resulting from $19,310,353 accretion of redemption value against APIC and retained earnings, partially offset by Q1 2026 net income of $1,490,202 (trust interest income of $1,990,838 less G&A of $500,636).

For non-redeeming equity (Class A private placement shares and Class B founder shares), recovery in a liquidation is effectively zero or negative: the trust is consumed by public share redemptions, and only outside-trust cash ($2,609,277) minus current liabilities ($131,908) equals approximately $2.5M against a shareholder deficit of ($8.1M). The company has a 24-month Combination Period from January 7, 2026 (extendable to 27 months with signed definitive agreement). No Business Combination target has been identified as of the filing date. No prior 10-Q exists for period-over-period comparison; the prior filing was the 10-K for the period ended December 31, 2025, at which point no IPO had yet closed and total assets were only $294,899. The TAG_CONTEXT list provided is empty — no XBRL tags were supplied for this filing — so no tag-level insights can be generated.