$MLAC·8-K

Mountain Lake Acquisition Corp. · Mar 17, 5:20 PM ET

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Mountain Lake Acquisition Corp. 8-K

Research Summary

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Updated

Mountain Lake Acquisition Corp. Amends Business Combination; Delays 2M Share Issuance

What Happened

  • Mountain Lake Acquisition Corp. (the SPAC) filed an 8-K on March 17, 2026 reporting a Second Amendment to its Business Combination Agreement with Avalanche Treasury Corporation (Pubco) and related parties.
  • The amendment (effective October 1, 2025) postpones the issuance of 2,000,000 Pubco Class A shares (the “Astral Post-Closing Shares”) to Astral Horizon, L.P. by 30 calendar days — the shares will be issued on the 30th day after the Closing Date instead of on the Company Merger Effective Date.
  • Under the deal as previously amended, Pubco was to issue a total of 4,000,000 Additional Merger Consideration Shares to Astral: 2,000,000 Post-Closing Shares (now delayed) and 2,000,000 Earnout Shares to be held in escrow subject to vesting conditions.

Key Details

  • Filed: Form 8-K dated March 17, 2026; Second Amendment attached as Exhibit 10.1.
  • Affected shares: 2,000,000 Pubco Class A shares (post-closing issuance delayed).
  • Original agreement date: Business Combination Agreement dated October 1, 2025; First Amendment filed January 13, 2026.
  • Parties include Mountain Lake Acquisition Corp. (SPAC), Avalanche Treasury Corporation (Pubco), Avalanche Treasury Company LLC (Company), Dragonfly-related sellers, and Astral Horizon, L.P.

Why It Matters

  • The amendment changes the timing (not the amount) of share issuance to Astral, which affects when those 2,000,000 shares will enter Astral’s account and potentially the public float after the merger closes.
  • For investors, timing of issuance can influence short-term share supply and ownership records around closing; the underlying merger and total consideration remain intact per the amendment.

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