{"filing":{"accession_number":"0001104659-26-087086","cik":"0001926599","ticker":"TDACW","company_name":"Translational Development Acquisition Corp.","form":"8-K","filing_date":"2026-07-27","report_date":"2026-07-27","primary_document":"tm2621361d1_8k.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/1926599/000110465926087086/tm2621361d1_8k.htm"},"events":[{"id":20673,"run_id":18608,"accession_number":"0001104659-26-087086","anchor_item_number":"1.01","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"summary":"TDAC entered into a subscription agreement with Naetas Holding Limited for a $50 million PIPE investment (5 million Class A shares and 5 million warrants) in connection with its previously announced business combination with ProLogium. The subscription is contingent on and integral to the business combination transaction, representing a material financing component of the M\u0026A activity.","company_name":"Translational Development Acquisition Corp.","ticker":"TDACW","filing_date":"2026-07-27","form":"8-K","submitted_at":null,"items":[{"id":20103,"accession_number":"0001104659-26-087086","item_number":"1.01","item_title":"Entry into a Material Definitive Agreement.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"reasoning":"This disclosure describes entry into a subscription agreement for a $50 million PIPE (private investment in public equity) investment by Naetas Holding Limited in connection with TDAC's previously announced business combination with ProLogium. The subscription is contingent on and integral to the business combination transaction, representing a material financing component of the M\u0026A activity. The $50 million capital commitment and issuance of 5 million Class A shares plus 5 million warrants are material to the transaction's consummation and would significantly affect investor assessment of the deal.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-27T20:11:25.343391+00:00","company_name":"","ticker":null,"filing_date":""},{"id":20104,"accession_number":"0001104659-26-087086","item_number":"3.02","item_title":"Unregistered Sales of Equity Securities.","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.95,"reasoning":"Item 3.02 discloses an unregistered sale of equity securities (Subscribed Securities and Subscribed Warrants) by TDAC in reliance on Section 4(a)(2) of the Securities Act. The filing references Item 1.01 (which describes the subscription agreement with ProLogium in connection with a business combination), and explicitly states the securities \"have not been and will not be registered under the Securities Act.\" This is a classic private placement of equity securities, which is material to investors as it dilutes existing shareholders and raises capital for the SPAC's business combination.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-27T20:11:25.343391+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":20103,"accession_number":"0001104659-26-087086","item_number":"1.01","item_title":"Entry into a Material Definitive Agreement.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"reasoning":"This disclosure describes entry into a subscription agreement for a $50 million PIPE (private investment in public equity) investment by Naetas Holding Limited in connection with TDAC's previously announced business combination with ProLogium. The subscription is contingent on and integral to the business combination transaction, representing a material financing component of the M\u0026A activity. The $50 million capital commitment and issuance of 5 million Class A shares plus 5 million warrants are material to the transaction's consummation and would significantly affect investor assessment of the deal.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-27T20:11:25.343391+00:00","company_name":"Translational Development Acquisition Corp.","ticker":"TDACW","filing_date":"2026-07-27"},{"id":20104,"accession_number":"0001104659-26-087086","item_number":"3.02","item_title":"Unregistered Sales of Equity Securities.","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.95,"reasoning":"Item 3.02 discloses an unregistered sale of equity securities (Subscribed Securities and Subscribed Warrants) by TDAC in reliance on Section 4(a)(2) of the Securities Act. The filing references Item 1.01 (which describes the subscription agreement with ProLogium in connection with a business combination), and explicitly states the securities \"have not been and will not be registered under the Securities Act.\" This is a classic private placement of equity securities, which is material to investors as it dilutes existing shareholders and raises capital for the SPAC's business combination.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-27T20:11:25.343391+00:00","company_name":"Translational Development Acquisition Corp.","ticker":"TDACW","filing_date":"2026-07-27"}]}
