{"url_path":"/sec/avat/8-k/2026-06-17/item-1-01","section_key":"item-1-01","section_title":"Item 1.01 Entry into a Material Definitive","topic":"sec","document":{"doc_type":"8-K","doc_date":"2026-06-17","source_url":"https://www.sec.gov/Archives/edgar/data/2092446/0001104659-26-075150-index.html","accession_number":"0001104659-26-075150","cik":"0002092446","ticker":"AVAT","issuer_name":"Avalanche Treasury Corp","edgar_url":"https://www.sec.gov/Archives/edgar/data/2092446/0001104659-26-075150-index.html","primary_entity_key":"0002092446","primary_entity_name":"Avalanche Treasury Corp"},"word_count":642,"has_tables":true,"body_markdown":"**Item 1.01. Entry into a Material Definitive\nAgreement.**\n\nThe disclosures set forth\nin in the “*Introductory Note*” above are incorporated and made a part of this Item 1.01 by reference.\n\n**Amended and Restated Registration Rights\nAgreement**\n\nIn\nconnection with the Closing, Pubco, MLAC, the Seller Related Parties, Astral, the Foundation, the Sponsor and certain MLAC insiders\nincluding Paul Grinberg, Douglas Horlick, Jaime Vieser, John Norton, SPAC Sponsor Capital Access, Michael Marquez and Jeffrey Lager\n(together the “**MLAC Insiders**”) entered into an Amended and Restated Registration Rights Agreement (the “**A&R\nRegistration Rights Agreement**”) amending and restating the existing Registration Rights Agreement, dated as of\nDecember 12, 2024, by and between MLAC, Sponsor and the MLAC Insiders, which provides for customary demand registration rights,\npiggyback registration rights and shelf registration rights for the benefit of the holders of Pubco Stock named therein, including\nthe Sponsor, the Seller Related Parties, Astral, the Foundation, and the MLAC Insiders, subject to customary cutbacks and issuer suspension rights. The\nAmended and Restated Registration Rights Agreement also includes customary provisions relating to underwriting participation,\nregistration expenses, indemnification and coordination of sales in underwritten offerings.\n\nThe foregoing summary of the\nA&R Registration Rights Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of\nthe A&R Registration Rights Agreement, a copy of which is attached as Exhibit 10.5 to this Current Report on Form 8-K\nand is incorporated herein by reference.\n\n**Indemnification of Directors and Officers**\n\nConcurrently with the Closing,\nPubco entered into indemnification agreements with its directors and executive officers. Each indemnification agreement provides that,\nsubject to limited exceptions, Pubco will indemnify the applicable indemnified person to the fullest extent permitted by law for claims\narising in his or her capacity as a director or officer of Pubco, as applicable.\n\nThe foregoing description\nof the indemnification agreements does not purport to be complete and is qualified in its entirety by reference to the full text of the\nindemnification agreements, a form of which is filed as Exhibit 10.15 to this Current Report on Form 8-K and is incorporated\nherein by reference.\n\n4\n\n**Lock-Up Agreements**\n\nConcurrently with the Closing,\n(i) MLAC, Sponsor, and the MLAC Insiders entered into with Pubco the Sponsor Lock-Up Agreement and (ii) the Seller Related Parties\nand Astral entered into with Pubco the Seller Lock-Up Agreement in substantially the same form as the Sponsor Lock-Up Agreement, pursuant\nto which, in each case, the parties agreed that the shares of Pubco Stock received by such parties in connection with the Business Combination,\namounting in total to approximately 10,605,639 shares of Pubco Class A Stock and 5,805,639 Pubco Class B Stock, and any other securities\nconvertible into or exercisable or exchangeable for Pubco Stock (the “**Lock-Up Shares**”), are subject to transfer restrictions,\nsubject to certain customary exceptions (together, the “**Lock-Up Agreements**”).\n\nPursuant to the Lock-Up Agreements,\nthe Lock-Up Shares are subject to transfer restrictions until the earlier of (i) 180 days following the date of the Closing (the\n“**Anniversary Release**”); provided, that if the VWAP of Pubco Class A Stock equals or exceeds $12.50 per share for\nany 20 consecutive trading days following the Closing, the Anniversary Release will be deemed to occur at 11:59 p.m. New York City\ntime on such 20th consecutive trading day, and (ii) the date on which Pubco consummates a liquidation, merger, capital stock exchange,\nreorganization or other similar transaction that results in all Pubco shareholders having the right to exchange their shares of Pubco\nStock for cash, securities or other property.\n\nThe foregoing description\nof the Lock-Up Agreements does not purport to be complete and is qualified in its entirety by reference to the full text of the Lock-Up\nAgreements, copies of which are filed as Exhibits 10.3 and 10.4 to this Current Report on Form 8-K and are incorporated herein\nby reference."}