Units, each consisting of one Class A Ordinary Share, par value $0.0001 per share, one warrant, and one right to acquire 1/4
- Symbol
- FJDIU
- Exchange
- NASDAQ
- Classification
- UNIT
- Status
- Current
Current Report · Items 1.01, 3.02, 5.02, 5.03, 8.01, 9.01 · 8-K
ARC Group Securities Acquisition I
FJDINASDAQEQUITYCurrent
Entry into a Material Definitive Agreement · Unregistered Sales of Equity Securities · Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements · Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year · Other Events
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. In connection with the IPO, on August 3, 2026, each of Ian Hanna, Chairman of the Board, Chief Executive Officer and a director of the Company, Jake Carney, Chief Financial Officer of the Company, Daniel A.…
Press release in this filing
ARC Group Securities Acquisition I Announces Pricing of $105,000,000 Initial Public Offering →Company context
Current securities
Recent company filings
Registered securities in this filing
ARC Group Securities Acquisition I · 8-K · Filed 2026-08-06
Class A Ordinary Shares included as part of the Units
- Symbol
- FJDI
- Exchange
- NASDAQ
- Classification
- UNIT
- Status
- Current
Rights included as part of the Units
- Symbol
- FJDIR
- Exchange
- NASDAQ
- Classification
- UNIT
- Status
- Current
Warrants, each warrant exercisable for one Class A ordinary share at an exercise price of $11.50 per share
- Symbol
- FJDIW
- Exchange
- NASDAQ
- Classification
- WARRANT
- Status
- Current
Disclosure sections
Item 5.02Item 5.02 - Departure/Election of Directors
Item 5.02.
Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
In
connection with the IPO, on August 3, 2026, each of Ian Hanna, Chairman of the Board, Chief Executive Officer and a director
of the Company, Jake Carney, Chief Financial Officer of the Company, Daniel A. Mace, a director of the Company, Patrik Hriczo, a director
of the Company, and Jennifer Goforth, a director of the Company, each entered into an indemnity agreement with the Company. On August
3, 2026, all directors and officers of the Company along with the Sponsor and certain other security holders named therein, entered into
the Letter Agreement.
Other
than the foregoing, none of the directors or officers of the Company is party to any arrangement or understanding with any person pursuant
to which they were appointed as directors, nor are they party to any transactions required to be disclosed under Item 404(a) of Regulation
S-K involving the Company.
A
copy of the Letter Agreement and form of the indemnity
agreement are attached as Exhibits 10.1 and 10.5 hereto, respectively, and are incorporated herein by reference.
Item
5.03. Amendments to Certificate of Incorporation or Bylaws; Change in Fiscal Year.
On
August 3, 2026, immediately prior to the consummation of the IPO, the Company’s Amended and Restated Memorandum and Articles
of Association became effective (the “ Amended Charter ”). The terms of the Amended Charter are set forth in the Registration
Statement and are incorporated herein by reference. A copy of the Amended Charter is attached as Exhibit 3.1 hereto and incorporated
herein by reference.
Item 8.01Item 8.01 - Other Events
Item
8.01.
Other
Events.
A
total of $105,000,000 of the net proceeds from the IPO and the sale of the Private Placement Units, was placed in a U.S.-based trust
account maintained by Efficiency, INC., acting as trustee. Except with respect to the interest earned on the trust account that may be
released to the Company to pay its taxes and up to $100,000 of interest to pay dissolution expenses, the funds held in the trust account
will not be released from the trust account until the earliest of: (i) the completion of its initial business combination; (ii) the redemption
of any public shares if it does not consummate an
initial business combination within the completion window in accordance with the Amended Charter; (iii) a repurchase of shares
by means of a tender offer or (iv) the redemption
of any public shares in connection with any amendment
to the Amended Charter (A) that would modify the substance or timing of its obligation to allow redemption in connection with its initial
business combination or its obligation to
redeem 100% of the public shares if it is unable to consummate its
initial business combination within 12 months from the closing of this initial public offering, subject to extension up to 15 months
by means of one three-month extension in accordance with the Amended Charter, or
(B) with respect to any other material provisions of
the Amended Charter relating to the rights of public shareholders or pre-initial business combination
activity; and (iv) the
Company’s liquidation.
An
audited balance sheet as of August 5, 2026 reflecting receipt of the proceeds upon consummation of the IPO and the Private Placement
will be included in an amendment to the Form 8-K.
On
August 3, 2026, the Company issued a press release announcing the pricing of the IPO, a copy of which is attached as Exhibit 99.1 to
this Current Report on Form 8-K.
On
August 5, 2026, the Company issued a press release announcing the closing of the IPO, a copy of which is attached as Exhibit 99.2 to
this Current Report on Form 8-K.
Item
9.01. Financial Statements and Exhibits.
Exhibit No. Description
─────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────
1.1 Underwriting
Agreement, dated August 3, 2026, by and among the Company and ARC Group Securities LLC, as representatives of the underwriters named
therein.
3.1 Amended and Restated Memorandum and Articles of Association
4.1 Warrant Agreement, dated August 3, 2026, by and between the Company and Efficiency, INC.
4.2 Rights Agreement, dated August 3, 2026, by and between the Company and Efficiency, INC.
10.1 Letter Agreement, dated August 3, 2026, by and between the Company, its executive officers, its directors and the Sponsor
10.2 Investment Management Trust Agreement, dated August 3, 2026, by and between the Company and Efficiency, INC.
10.3 Registration Rights Agreement, dated August 3, 2026, among the Company, the Sponsor and the Holders signatory thereto
10.4 Private Units Purchase Agreement, dated August 3, 2026, between the Company and the Sponsor
10.5 Form of Indemnity Agreement, dated August 3, 2026, by and between the Company and each of the Company’s directors and officers.
10.6 Administrative Services Agreement, dated August 3, 2026, by and between the Company and the Sponsor.
99.1 Press Release, dated August 3, 2026.
99.2 Press Release, dated August 5, 2026.
104 Cover Page Interactive
Data File (embedded within the Inline XBRL document)
Filed exhibits (4)
EX-4.1 4 ex4-1.htm EX-4.1 Exhibit 4.1 WARRANT AGREEMENT THIS WARRANT AGREEMENT (this “ Agreement ”), dated as of August 3, 2026, is by and between ARC Group Securities Acquisition I, a Cayman Islands exempted company (the “ Company ”), and Efficiency INC., a Delaware corporation, as warrant agent (in such capacity, the “ Warrant Agent,” and also referred to herein as the “ Transfer Agent ”). WHEREAS, the Company is engaged in an initial public offering (the “ Offering ”) of units of the Company’s equity securities, each such unit comprised of one Class A ordinary share of the Company, par value $0.0001 per share (“ Class A Shares ”), one right to receive one-quarter (1/4) of one Class A Share (the “ Public Rights ”), and one redeemable Public Warrant (as defined below) (the “ Units ”) and, in connection therewith, has determined to issue and deliver up to 10,500,000 warrants (or up to 12,075,000 warrants if the underwriter exercises its right to purchase additional Units in the Offering (the “Over-allotment Option ”) in full) to public investors in the Offering (the “ Public Warrants ”); WHEREAS, the Company entered into that certain Private Placement Units Purchase Agreeme…
Open exhibit ↗EX-4.2 5 ex4-2.htm EX-4.2 Exhibit 4.2 RIGHTS AGREEMENT This Rights Agreement (this “ Agreement ”) is made as of August 3, 2026 between Arc Group Securities Acquisition I, a Cayman Islands exempted company (the “ Company ”), and Efficiency, INC. (the “ Rights Agent ”). WHEREAS, the Company has entered into an agreement with ARC Group Securities LLC (the “ Representative ”), as representative of the several underwriters for the Company’s initial public offering (the “ Public Offering ”) pursuant to which the underwriters will purchase up to an aggregate of 10,500,000 units (or up to 12,075,000 units if the underwriters’ over-allotment option is exercised in full), each unit (the “ Unit ”) comprised of one Class A ordinary share of the Company, US$0.0001 par value per share (the “ Class A Ordinary Shares ”), one redeemable warrant to purchase one Class A Ordinary Share (the “ Public Warrants ”), and one right to receive one-fourth (1/4) of one Class A Ordinary Share (a “ Public Right ”) upon the happening of the Exchange Event (as defined below), and in connection therewith, the Company will issue and deliver up to an aggregate of 12,075,000 Public Rights upon the consummation …
Open exhibit ↗EX-99.1 12 ex99-1.htm EX-99.1 Exhibit 99.1 ARC Group Securities Acquisition I Announces Pricing of $105,000,000 Initial Public Offering NEW YORK, August 3, 2026 (GLOBE NEWSWIRE) - ARC Group Securities Acquisition I (the “Company”) announced today the pricing of its initial public offering of 10,500,000 units at a price of $10.00 per unit. The units are expected to be listed for trading on the Nasdaq Stock Market LLC under the ticker symbol “FJDIU” beginning August 4, 2026. Each unit consists of one Class A ordinary share, one redeemable warrant of the Company, and one right to receive one-fourth (1/4) of one Class A ordinary share upon the consummation of an initial business combination. Each warrant entitles the holder thereof to purchase one Class A ordinary share at a price of $11.50 per share, subject to certain adjustments. Once the securities comprising the units begin separate trading, the Company expects that its Class A ordinary shares, warrants and rights will be listed on the Nasdaq Stock Market LLC under the symbols “FJDI,” “FJDIW” and “FJDIR,” respectively. The offering is expected to close on August 5, 2026, subject to customary closing conditions. The Company …
Open exhibit ↗EX-99.2 13 ex99-2.htm EX-99.2 Exhibit 99.2 ARC Group Securities Acquisition I Announces Closing of $105,000,000 Initial Public Offering NEW YORK, August 5, 2026 (GLOBE NEWSWIRE) - ARC Group Securities Acquisition I (the “Company”) today announced closing of its previously announced initial public offering of 10,500,000 units at an offering price of $10.00 per unit, for total gross proceeds of $105,000,000. The units began trading on the Nasdaq Global Market (“Nasdaq”) under the ticker symbol “FJDIU” on August 4, 2026; separate listings are expected for Class A shares, warrants and rights. Each unit consists of one Class A ordinary share, one redeemable warrant of the Company, and one right to receive one-fourth (1/4) of one Class A ordinary share upon the consummation of an initial business combination. Each warrant entitles the holder thereof to purchase one Class A ordinary share at a price of $11.50 per share, subject to certain adjustments. Once the securities comprising the units begin separate trading, the Company expects that its Class A ordinary shares, warrants and rights will be listed on Nasdaq under the symbols “FJDI,” “FJDIW” and “FJDIR,” respectively. The Comp…
Open exhibit ↗