RENEF SEC filings, in plain English

• 42514 August 20260001104659-26-097288

  What changed: Investor presentation for the proposed business combination between Cartesian Growth Corporation II (CGC) and InoBat AS, filed as a Rule 425 written communication under the Securities Act. The filing makes an investor presentation publicly available regarding the proposed business combination. No updates to transaction terms, trust value, deadline, or redemption mechanics. Of note: the presentation describes InoBat as a 'growing & profitable BESS business' with '875 MWh delivered or signed' and claims a 'capital-efficient gigafactory' with a 'JV with Gotion.' It outlines plans for sodium-ion batteries, a transatlantic partnership with Clarios, and a partnership with Analog Devices. The filing includes standard forward-looking statements and confirms a Form F-4 proxy statement/prospectus will be filed in the future. Why it matters: Provides investors with new, promotional business details on InoBat's current operations (including 875 MWh delivered or signed) and strategic partnerships (Gotion JV, Clarios, Analog Devices), which bear directly on the deal's narrative and the SPAC's ability to attract shareholder votes ahead of the eventual redemption deadline. The absence of new filing dates or material transaction changes means no immediate redemption calendar impact, but the presentation provides fresh context for evaluating the business combination.

• 8-K14 August 20260001104659-26-097287

  What changed: An 8-K filed by Cartesian Growth Corporation II (CGC) to publicly disclose an investor presentation for its proposed business combination with InoBat AS. CGC and InoBat made an investor presentation publicly available regarding their proposed business combination. The filing itself contains no changes to the business combination agreement or trust value. It provides forward-looking statements, risk factors, and information about where to find additional documents (a Form F-4 registration statement to be filed). The attached exhibits include the investor presentation slides. Why it matters: This is a key marketing document. The investor presentation contains the core narrative and forecasts the parties intend to use to sell the deal to investors. It outlines InoBat's business model: a battery platform focused on R&D, BESS (battery energy storage systems), and cell development with strategic partnerships (including a JV with Gotion). It claims to be a 'growing & profitable' BESS business with '875 MWh delivered or signed'. A key new strategic direction is a sodium-ion battery joint development agreement with Clarios and Analog Devices, aiming to target the $31 billion automotive lead-acid market and provide a China-free supply chain. The presentation also frames a future pivot to AI data center solutions.

• 10-Q14 August 20260001104659-26-096192

  What changed: Quarterly report on Form 10-Q (unaudited financial statements, notes, and management discussion and analysis) for the period ended June 30, 2026. The company entered into a Business Combination Agreement with InoBat AS on July 24, 2026, valuing InoBat at $1,265,000,000 (upfront $575,000,000 plus earn-out $690,000,000). Shareholders approved a fourth extension of the termination date from August 5, 2026 to August 5, 2027, with 2,601,058 Class A shares redeemed at $12.50 per share for $32.5 million, leaving $5,940,297.03 in the trust account. The sponsor agreed to forfeit all private placement warrants, transfer 800,000 Class A shares to an institutional PIPE investor, cancel $1,800,000 of sponsor loans, and exchange $9,200,000 of sponsor loans into 90,196 ListCo Series B Preference Shares and 901,961 PIPE warrants. PIPE investments include $50 million from an institutional investor for 490,196 Series A Preference Shares and $27.5 million from other investors for 269,608 Series B Preference Shares. As of June 30, 2026, trust account held $38,380,594 ($12.48 per share), net loss for the quarter was $699,615, net income for six months was $2,395,143. Why it matters: The filing confirms a definitive business combination with InoBat (battery technology), a significant PIPE financing, and the fourth extension of the SPAC's deadline, providing a clear path to closing. Sponsor conduct includes forfeiting warrants and converting loans, aligning with public shareholders. Trust value remains above $10.00 at $12.48 per share, but redemptions have reduced the trust to a small balance ($5.9 million post-extension), meaning the deal relies heavily on the PIPE and rollover equity.

  What changed vs 2026-05-15trust $38.1M → $38.4M +1%deadline 2026-08-05 → 2027-08-05
  trust account, combination deadline, going-concern doubt2 moved · 1 with no prior record of ours

  Trust account

  $38.1M→$38.4M

  SpacBrain reads this as $235,555 was added to the trust between the two filings.

  The clause …“assets ​ 236,200 ​ 363,311 ​ ​ ​ ​ ​ ​ ​ Interest-bearing Demand Deposit held in Trust Account ​ 38,380,594 ​ 37,914,438 TOTAL ASSETS ​ $ 38,616,794 ​ $ 38,277,749 ​ ​ ​ ​ ​ ​ ​ LIABILITIES AND SHAREHOLDERS’ DEFICIT ​ ​ ​ ​ Current”…

  Combination deadline

  2026-08-05→2027-08-05

  SpacBrain reads this as 365 days later than the previous record.

  The clause …“Fourth Charter Amendment extended the Termination Date from August 5, 2026 to August 5, 2027. In connection with the votes to approve the Fourth Extension Charter Amendment, the holders of 2,601,058 shares of Class A Ordinary Shares of”…

  Going-concern doubt

  stated · unchanged

  The clause …“Going Concern and Liquidity In connection with the Company’s assessment of going concern considerations in accordance with Financial Accounting Standard Board’s (“FASB”) Accounting Standards Codification (“ASC”) Subtopic 205-40,”…

  Read from stored SEC filing text by a regex — no model is involved — and each side links to the filing it came from. “Not previously extracted” is a statement about our record, not about the company: the clause may be present in wording we do not match.

• SCHEDULE 13G/A5 August 20260001301396-26-000006

  What changed: Amended Schedule 13G beneficial ownership report. First, in its own terms, this document is an amended Schedule 13G beneficial ownership report. Second, bearing on redemption deadlines, trust value, extensions, deal progress, and sponsor conduct, the provided excerpt contains no dates, share counts, ownership percentages, trust account references, combination milestones, or sponsor statements. Third, regarding other substance, the filing identifies five affiliated reporting parties—Context Capital Management, LLC; Michael S. Rosen; William D. Fertig; Charles E. Carnegie; and Context Partners Master Fund, L.P.—reflecting multi-entity consolidation or internal repositioning, but attributes zero claims about customers, revenue, market size, strategy, technology, partnerships, litigation, or personnel to any executive, director, or sponsor. Why it matters: Investors monitoring tender windows and trust distributions should note this excerpt moves neither the redemption calendar nor the announced combination timeline. Because the text discloses no percentages, acquisition dates, or purpose statements, it cannot currently signal shifting investor appetite, coordinated voting blocs, or impending tender activity ahead of the merger vote. The listing of related managers and principals is routine regulatory housekeeping; without accompanying numerical schedules, it carries no mechanical impact on shareholder returns, extension votes, or deal progression.

• 8-K4 August 20260001104659-26-090343

  What changed: Form 8-K Current Report filed by Cartesian Growth Corporation II on August 4, 2026, announcing the results of a shareholder vote that approved an amendment to extend the Company’s liquidation deadline and detailing the associated cash redemptions. As reported by the Company, shareholders extended the Termination Date from August 5, 2026 to August 5, 2027. The Company reports that 2,601,058 holders of Class A Ordinary Shares redeemed their shares for cash at a price of approximately $12.50 per share, resulting in an aggregate redemption amount of $32.5 million. This left $5.9 million in the Trust Account. On the July 6, 2026 record date, there were 8,826,094 ordinary shares issued and outstanding, approximately 89.177% of which voted, with 7,870,808 voting FOR the extension. Why it matters: According to the filing signed by Chief Executive Officer Peter Yu, the amendment deletes and replaces Articles 49.7 and 49.8 of the Charter to codify the new August 5, 2027 deadline and restate redemption procedures upon dissolution or future charter amendments. The heavy redemption activity significantly depleted the trust balance, leaving the Sponsor with a much smaller pool of capital to pursue an initial business combination or face liquidation under Cayman Islands law. No other operational, financial, or partnership updates are disclosed in this submission.

• 44 August 20260001104659-26-090608

  What changed: A Form 4 insider ownership report filed to disclose changes in beneficial ownership of Cartesian Growth Corp II securities by corporate insiders and affiliated owners. As reported by CGC II Sponsor LLC, Pangaea Three-B, LP, and director Yu Peter, the Form 4 states that each reporting person (identified as a 10% owner) disposed of 800,000 shares in a transaction categorized as ‘other’ on 2026-08-03, leaving the reporting group with 4,949,998 shares. The filing makes no reference to the 2027-08-05 business combination deadline, any adjustment to the per-share trust balance, or requests for a deadline extension. Why it matters: Investors monitoring SPAC mechanics note that while the merger stands in DEAL_ANNOUNCED status, the documented 800,000-share reduction by the sponsor and a director shifts post-announcement capital alignment and floating share supply. Because the Form 4 records a liquidity event rather than a commitment purchase, it alters how much sponsor equity remains tied to the target through the redemption window. The filing neither triggers nor pauses the redemption calendar, nor does it amend the trust distribution framework, but it provides a direct signal of sponsor conduct regarding liquidity management after the combination announcement.

• 42527 July 20260001104659-26-086865

  What changed: A Form 425 filing submitting a July 27, 2026 email communication from InoBat AS Co-Founder and CEO Marian Bocek to shareholders, announcing the execution of a definitive business combination agreement. The filing confirms Cartesian Growth II and InoBat AS signed a definitive agreement on July 24, 2026. Bocek states the combination includes a $77.5 million committed PIPE and has no further cash conditions. She reports a pre-money, pre-merger valuation of $1.265 billion (~ 1.1 billion), including strategic- and EBITDA-based earnouts. The communication does not update the redemption calendar, address the per-share trust balance, propose an extension, or disclose changes to sponsor conduct. Why it matters: Confirming the definitive agreement, securing a $77.5 million PIPE, and removing additional cash conditions increases execution certainty ahead of the shareholder vote, which directly impacts redemption modeling and final pro forma trust distribution expectations. Bocek attributes the rationale for the transaction to accessing deep capital markets for transatlantic growth, expanding manufacturing capacity, and advancing next-generation sodium-ion energy storage technology. Because these strategic and technology assertions originate exclusively from InoBat’s founding CEO, investors should treat them as forward-looking management projections pending independent audit, proxy statement disclosure, and market validation.

• 42527 July 20260001104659-26-086863

  What changed: Form 8-K filed as a Rule 425 communication announcing the signing of a definitive Business Combination Agreement between Cartesian Growth Corporation II (SPAC) and InoBat AS (target), including the full text of the BCA and related support agreements. CGC entered into a business combination agreement to acquire InoBat. The transaction values InoBat at $1.265 billion aggregate ($575 million upfront consideration plus up to $690 million in earn-out shares tied to milestones: commissioning of Project Kamzik by Dec 31, 2027, and EBITDA targets of €47M and €87M). No minimum cash condition. Sponsor agrees to forfeit 6.6M private warrants, transfer 800,000 shares to PIPE investor, cancel $1.8M of loans and exchange $9.2M of loans for Series B preference shares and warrants. PIPE of $77.5M committed. Shareholder support agreement signed. Trust per share $12.27. Outside date Dec 31, 2026. Closing expected Q4 2026. Why it matters: Sets redemption mechanics and deadline. Trust per share $12.27. No minimum cash condition -> redemptions could be high without breaking deal. Sponsor has waived redemption and anti-dilution. Shareholders have redemption right at trust value. Deadline for shareholder undertaking Aug 31, 2026. Break fee $10M. Target is battery storage company with revenue, AI angle. Represents full equity story for investors to evaluate. PIPE provides $77.5M, partially backstopping trust withdrawals.

• 8-K27 July 20260001104659-26-086861

  What changed: A Business Combination Agreement (merger agreement) and related exhibits filed on Form 8-K, announcing the de-SPAC transaction between Cartesian Growth Corporation II (CGC) and InoBat AS, a Norwegian battery energy storage systems and battery technology company. This is a new disclosure of a definitive business combination agreement, Sponsor Support Agreement, Shareholder Support Agreements, PIPE Subscription Agreements, and a press release. The agreement provides for InoBat's acquisition via a Dutch-domiciled public company (InoBat N.V.) at a $1.265 billion aggregate value ($575 million upfront plus $690 million in EBITDA and commissioning-based earnouts). A $77.5 million PIPE has been committed, with no minimum cash condition. The trust per share is $12.27. CGC shareholders will have redemption rights; the sponsor forfeits 6.6 million private warrants, transfers 800k Class A shares to the anchor PIPE investor, and converts $9.2 million of sponsor loans into preference shares and PIPE warrants. The closing deadline is December 31, 2026, with a $10 million break fee. Earnout milestones: Earn-Out 1 ($115M) on Project Kamzik commissioning by Dec 2027; Earn-Out 2 ($287.5M) on FY2026 or 2027 EBITDA exceeding €47M; Earn-Out 3 ($287.5M) on FY2027 or 2028 EBITDA exceeding €87M. Lock-ups apply, with orderly disposition agreements for certain selling shareholders. Why it matters: This filing establishes the complete contractual framework for the de-SPAC merger of InoBat. For investors tracking redemptions and trust value, the trust has a $12.27 per-share balance, sponsor has waived redemption on its shares, and the PIPE of $77.5M is committed but carries no minimum cash condition to close, meaning the final cash in the combined company depends on public shareholder redemptions. The December 31, 2026 outside date creates a hard deadline; failure to close by then triggers termination rights. The complex earn-out structure (step-up to $690M) and staggered lock-ups are material to evaluating pre- and post-deal shareholder equity value. The PIPE includes 12% Series A Cumulative Convertible Preference Shares and a conversion price of $12.00 initially, with a floor price of $5.00.

• DEFA14A24 July 20260001104659-26-086691

  What changed: This filing is a DEFA14A (Additional Definitive Proxy Soliciting Materials) submitted alongside a Form 8-K Current Report that formally announces the postponement of a shareholder meeting and revises associated voting and logistical procedures. Cartesian Growth Corporation II originally scheduled its extraordinary general meeting for Monday, July 27, 2026, at 10:30 a.m. Eastern Time; the registrant has rescheduled the session to Thursday, July 30, 2026, at 10:30 a.m. Eastern Time. The redemption deadline connected to the Extension Proposal has consequently moved to Tuesday, July 28, 2026, at 5:00 p.m. Eastern Time. The substantive proposal remains unchanged: shareholders will vote on an amendment to the Amended and Restated Memorandum and Articles of Association to shift the initial business combination consummation deadline from August 5, 2026, to August 5, 2027. The company will also accept requests to reverse previously submitted redemption applications until the revised deadline. Why it matters: The postponement forces investors to adjust their redemption submission window by two calendar days relative to the prior schedule. By advancing a twelve-month pushout of the business combination deadline to August 5, 2027, management is signaling continued pursuit of a transaction target rather than imminent trust dissolution, which directly preserves the operating runway and impacts when liquidation mechanics would otherwise trigger. The explicit permission to reverse redemption tickets through July 28, 2026, creates a final liquidity corridor that could alter cash retention dynamics ahead of the vote. Chief Executive Officer Peter Yu authorized all procedural disclosures on July 24, 2026. Beyond these timing adjustments, extension mechanics, and reversal permissions, the filing contains no statements regarding customers, revenue, market size, strategy, technology, partnerships, litigation, or personnel changes.

• 8-K24 July 20260001104659-26-086687

  What changed: Form 8-K Current Report under Item 8.01 (Other Events) announcing the postponement of a shareholder meeting and revising the redemption deadline for a proposed one-year business combination extension. Cartesian Growth Corporation II reported that the extraordinary general meeting, originally scheduled for Monday, July 27, 2026, at 10:30 a.m. Eastern Time, has been rescheduled to Thursday, July 30, 2026, at 10:30 a.m. Eastern Time. The company simultaneously extended the deadline for shareholders to exercise redemption rights ahead of the extension vote to Tuesday, July 28, 2026, at 5:00 p.m. Eastern Time. Management specified it will continue accepting requests to reverse previously submitted redemption tickets until that new cutoff. Why it matters: The adjustment directly alters the cash-out timeline for public investors prior to the vote on the Amendment to the Amended and Restated Memorandum and Articles of Association. By pushing the redemption window closed on July 28, 2026, public holders gain four extra calendar days to decide whether to exchange shares for the reported $12.27 trust value per share or remain invested through the proposed extension. The extension itself would move the final deadline to consummate an initial business combination forward by exactly one year, from August 5, 2026, to August 5, 2027. Chief Executive Officer Peter Yu executed the filing on July 24, 2026.

• DEF 14A17 July 20260001104659-26-084417

  What changed: Definitive proxy statement (DEF 14A) for an extraordinary general meeting in lieu of annual meeting, seeking shareholder approval to extend the business combination deadline from August 5, 2026 to August 5, 2027, plus an adjournment proposal. Cartesian Growth Corporation II proposes a one-year extension of its deadline to complete an initial business combination. As of June 30, 2026, the trust account held approximately $38.4 million, implying an estimated redemption price of ~$12.47 per public share (vs. $12.00 market close on July 16, 2026). The meeting is set for July 27, 2026; redemption requests must be submitted by 5:00 p.m. ET on July 23, 2026. The sponsor (65.1% owner) will vote in favor, making passage virtually certain. Why it matters: Public shareholders face a redemption decision at ~$12.47 per share, above the current market price. If the extension is approved, the trust will be reduced by any redemptions, and the sponsor may purchase shares to limit redemptions (those shares cannot be voted for the extension). Without the extension, the SPAC would liquidate. The filing provides the first definitive trust value per share ($12.47) and the final redemption deadline.

  What changed vs 2025-10-20trust $88.7M → $38.4M -57%deadline 2026-08-05 → 2027-08-05
  trust account, combination deadline2 moved

  Trust account

  $88.7M→$38.4M

  SpacBrain reads this as $50,328,622 left the trust between the two filings.

  The clause …“business combination by the Extended Date. Based on the approximate amount of $38.4 million held in the Trust Account as of June 30, 2026, the Company anticipates that the per-share price at which public shares will be redeemed from”…

  Combination deadline

  2026-08-05→2027-08-05

  SpacBrain reads this as 365 days later than the previous record.

  The clause …“in their place: 49.7 In the event that the Company does not consummate a Business Combination by August 5, 2027 (the Termination Date ), or such later time as the Members may approve in accordance with the Articles, the Company”…

  Read from stored SEC filing text by a regex — no model is involved — and each side links to the filing it came from. “Not previously extracted” is a statement about our record, not about the company: the clause may be present in wording we do not match.

• PRE 14A6 July 20260001104659-26-080757

  What changed: PRE 14A Preliminary Proxy Statement soliciting shareholder votes at an Extraordinary General Meeting to amend the company's Charter extending the deadline to consummate an initial business combination and to adjourn the meeting if proxy support is insufficient. The Board proposes extending the business combination termination date from August 5, 2026 to August 5, 2027. Public shareholders retain redemption rights exercisable prior to the July 27, 2026 meeting and again at any future business combination vote. The anticipated per-share redemption price is redacted as $[ ], but the filing notes $37,750,814.08 remained in the Trust Account following the November 2025 extension after 4,173,618 shares were redeemed at approximately $12.27 per share. Approval requires a special resolution representing at least two-thirds of voting shares. The Sponsor and insiders hold 65.1% of all Ordinary Shares and intend to vote FOR the extension. If the extension fails or is abandoned by the Board, the Company will cease operations, wind up within ten business days, distribute Trust funds net of taxes and up to $100,000 for dissolution expenses, and let warrants and Founder Shares expire worthless. The Sponsor will continue drawing $10,000 per month for administrative services until liquidation or a deal closes. Why it matters: The filing indicates the Board believes there is insufficient time to finalize a merger before the current 51-month window expires. By securing a twelve-month extension, management preserves deal-seeking capacity but subjects public shareholders to continued redemption risk, liquidity constraints, and ongoing administrative drawdowns. The Board attributes deal-sourcing delays to macroeconomic uncertainty, including geopolitical conflicts and U.S. inflation. Because insiders control 65.1% of voting power, the extension will likely pass regardless of public sentiment, making shareholder redemption the primary lever to preserve Trust value. The document also discloses extensive U.S. federal tax consequences for redeeming shareholders under PFIC rules, including QEF and mark-to-market election requirements, and warns that CFIUS review could delay or block future targets. Historically, the IPO placed $236,900,000 ($10.30 per unit) in Trust after accounting for $16,804,728 in transaction costs, with later extensions having reduced the balance to $83,770,196.61 before the most recent wave of redemptions lowered it to the current level.

• 10-Q15 May 20260001104659-26-061522

  What changed: Form 10-Q (quarterly report) for the three months ended March 31, 2026. Third Extension Charter Amendment approved November 3, 2025 extending deadline to August 5, 2026; approximately 4.2 million shares redeemed at ~$12.27 per share for ~$51.2 million, leaving ~$37.8 million in trust. Trust per-share value was $12.40 at March 31, 2026. Nasdaq delisting occurred July 15, 2025; securities now quoted OTC Pink. Sponsor continues to fund operations via promissory notes; a $250,000 unsecured note was issued May 5, 2026. Net income was $3.1 million for the quarter, primarily from a $3.15 million non-cash gain on warrant liability remeasurement. Why it matters: The SPAC has less than five months to its August 5, 2026 liquidation deadline with no announced target. The trust has been substantially drawn down by repeated redemptions (from $230 million IPO to ~$38 million). Trading is on OTC Pink, impairing liquidity. The sponsor's continued lending signals ongoing efforts but the going-concern qualification and working capital deficit of $5.6 million raise risk of failure to close a deal and return of capital.

  What changed vs 2025-11-14trust $88.5M → $38.1M -57%
  trust account, combination deadline, going-concern doubt1 moved · 2 with no prior record of ours

  Trust account

  $88.5M→$38.1M

  SpacBrain reads this as $50,333,583 left the trust between the two filings.

  The clause “21 200,458 Total Current assets 244,108 363,311 Interest-bearing Demand Deposit held in Trust Account 38,145,039 37,914,438 TOTAL ASSETS $ 38,389,147 $ 38,277,749 LIABILITIES AND SHAREHOLDERS DEFICIT Current liabilities Accrued expenses $”…

  Combination deadline

  2026-08-05 · unchanged

  The clause …“which we have to consummate a business combination from November 5, 2025 to August 5, 2026. In connection with the votes to approve the Third Extension Charter Amendment, the holders of 4,173,618 Class A Ordinary Shares properly”…

  Going-concern doubt

  stated · unchanged

  The clause …“Going Concern and Liquidity In connection with the Company s assessment of going concern considerations in accordance with Financial Accounting Standard Board s ( FASB ) Accounting Standards Codification ( ASC ) Subtopic 205-40,”…

  Read from stored SEC filing text by a regex — no model is involved — and each side links to the filing it came from. “Not previously extracted” is a statement about our record, not about the company: the clause may be present in wording we do not match.

• SCHEDULE 13G/A8 May 20260001628280-26-032586
• 8-K6 May 20260001104659-26-055849

  What changed: Form 8-K Current Report announcing the creation of a direct financial obligation via a $250,000 unsecured promissory note issued by Cartesian Growth Corporation II to CGC II Sponsor LLC. The filing discloses that on May 5, 2026, the company executed and funded an interest-free promissory note with its sponsor for Two Hundred Fifty Thousand Dollars ($250,000). According to the attached promissory note (Exhibit 10.1), the principal matures on the earliest of (i) initial business combination consummation or (ii) the effective winding-up date. The note permits prepayment at any time. If a business combination is completed, the sponsor holds a unilateral option to convert any or all of the outstanding principal into Working Capital Warrants at a fixed conversion metric of one warrant per dollar converted (calculated as the principal portion divided by $1.00, rounded up to the nearest whole number). These warrants carry terms identical to the IPO private placement warrants described in the May 5, 2022 prospectus. Section 13 of the note explicitly waives the sponsor's right to seek recourse against the trust account for the note's repayment; however, it stipulates that upon closing a business combination, the company will fund repayment from trust proceeds released to the maker. Default provisions trigger immediate payment obligations, with automatic acceleration mandated if bankruptcy or liquidation proceedings continue for 60 consecutive days. Chief Executive Officer Peter Yu executed the instrument, and Sponsor Manager and Vice President Beth Michelson acknowledged it. Why it matters: This filing adds $250,000 to the company's working capital pipeline without modifying the August 5, 2027 dissolution deadline or the documented $12.27 per-share trust balance. Because the sponsor contractually waived trust account claims, public shareholders face no increased risk of reduced redemptions from this debt. Conversely, the optional warrant conversion introduces quantifiable, capped upside dilution exclusively tied to successful deal execution, functioning as a standard sponsor financing mechanic rather than immediate equity issuance. The terms align with established SPAC lending structures and require no shareholder approval. No announcements regarding target selection, revenue streams, customer agreements, technology deployments, partnership formations, or litigation developments are contained within this submission.

• 10-K31 March 20260001104659-26-037936

  What changed: Annual Report on Form 10-K for the fiscal year ended December 31, 2025. Trust dropped from ~$84.6M to ~$37.9M due to Third Extension redemptions (4,173,618 shares at ~$12.27, totaling $51.2M). Deadline extended from November 5, 2025 to August 5, 2026 via shareholder vote on November 3, 2025. Net loss of $1.5M vs net income of $8.2M in 2024. Warrant liability fair value increased by $3.2M. Convertible promissory note (related party) fair value increased to $5.0M. Working capital deficit grew to $5.4M. Nasdaq delisting occurred July 15, 2025; securities now trade on OTC Pink. Why it matters: The trust value per share ($12.27 as of the Third Extension) exceeds the IPO trust of $10.30, so redemption price remains above par. The August 5, 2026 deadline is nearly 16 months away, giving the sponsor time, but the working capital deficit and lack of any announced deal raise going-concern risk. The auditors included an explanatory going-concern paragraph. Sponsor continues to fund extensions via promissory notes ($2.4M drawn in the 2nd extension period).

  What changed vs 2025-03-31trust $84.6M → $37.9M -55%deadline 2025-11-10 → 2026-08-05
  trust account, combination deadline, going-concern doubt2 moved · 1 with no prior record of ours

  Trust account

  $84.6M→$37.9M

  SpacBrain reads this as $46,651,159 left the trust between the two filings.

  The clause …“became effective on May 5, 2022. As of December 31, 2025, the amount held in the trust account was $37,914,438. Item 6. [Reserved] Item 7. Management s Discussion and Analysis of Financial Condition and Results of Operations”…

  Combination deadline

  2025-11-10→2026-08-05

  SpacBrain reads this as 268 days later than the previous record.

  The clause …“additional capital it needs to fund its business operations and complete any business combination prior to August 5, 2026, if at all. The Company also has no approved plan in place to extend the business combination deadline beyond”…

  Going-concern doubt

  stated · unchanged

  The clause …“accounting firm s report contains an explanatory paragraph that expresses substantial doubt about our ability to continue as a going concern. failure to enforce our sponsor s indemnification obligations; negative interest rate for”…

  Read from stored SEC filing text by a regex — no model is involved — and each side links to the filing it came from. “Not previously extracted” is a statement about our record, not about the company: the clause may be present in wording we do not match.

• SCHEDULE 13G/A13 February 20260000912282-26-000310

  What changed: A Joint Filing Agreement attached to a Schedule 13G/A beneficial ownership report. The filing amends a prior Schedule 13G through a joint filing arrangement between MMCAP International Inc. SPC and MM Asset Management Inc. The text is a procedural acknowledgment that both holders will submit amendments together, remain individually responsible for the accuracy of their own reported information, and authorize Ulla Vestergaard (Director) and Hillel Meltz (President) to execute documents on their behalf, dated February 12, 2026. The excerpt contains no revised share quantities, percentage holdings, acquisition dates, or statements of purpose, meaning it does not shift voting leverage for the upcoming redemption at the disclosed trust value of $12.27 per share ahead of the 2027-08-05 deadline, nor does it signal sponsor conduct modifications or altered deal progression metrics. Why it matters: This routine compliance exhibit confirms coordinated institutional reporting and shared oversight capability between two asset management entities, which can indirectly influence proxy voting behavior if the merger facesholder approval thresholds. The document itself makes no claims regarding the target business’s customers, revenue streams, total addressable market, strategic roadmap, intellectual property, commercial partnerships, active litigation, or executive personnel. It serves exclusively as an administrative procedural filing for SEC transparency, offering no new operational or valuation disclosures beyond confirming joint holder alignment.

• SCHEDULE 13G/A12 February 20260001104659-26-013886

  What changed: Limited powers of attorney (Exhibit A and Exhibit B) attached to a Schedule 13G/A amendment, executed by Mizuho Financial Group, Inc., Mizuho Bank, Ltd., Mizuho Americas LLC, and Mizuho Securities USA LLC to designate authorized agents for executing and filing Form 13G disclosures with the SEC. No updates appear regarding redemption mechanics, trust valuation, extension approvals, deal advancement, or sponsor governance. Instead, Hidekatsu Take formally grants filing authority to Takahiro Katsura on behalf of Mizuho Financial Group, Inc., and Adam Hopkins signs on behalf of the U.S. subsidiaries. The text catalogues subsidiary classifications and office addresses, specifically listing Mizuho Bank, Ltd. at 1-5-5, Otemachi, Chiyoda-ku, Tokyo 100-8176, Japan; Mizuho Americas LLC at 1271 Avenue of the Americas, NY, NY 10020, USA; and Mizuho Securities USA LLC at 1271 Avenue of the Americas, NY, NY 10020, USA. All executions are dated 2-12-2026. Why it matters: For Cartesian Growth II investors monitoring the merger timeline and capital markets compliance, this filing confirms administrative continuity without altering transaction parameters. Takahiro Katsura is identified as Managing Director, Head of Global Branches & Subsidiaries Coordination Office, while Hidekatsu Take retains his Deputy President & Corporate Executive title and his Managing Executive Officer, Head of Global Corporate & Investment Banking Division, Head of Global Transaction Banking Unit roles, and Adam Hopkins maintains his Chief Legal Officer and Managing Director, General Counsel positions. The explicit acknowledgment by the principals that attorneys-in-fact assume no independent Section 13 Exchange Act liability clarifies that Mizuho Financial Group, Inc. and its subsidiaries retain exclusive compliance responsibility, ensuring uninterrupted reporting schedules while shielding delegated signatories from direct regulatory exposure.

• 8-K29 December 20250001104659-25-124838

  What changed: A Form 8-K current report accompanying an unsecured promissory note (Exhibit 10.1) filed by Cartesian Growth Corporation II. Per Item 2.03 and the attached Promissory Note dated December 29, 2025, executed by Chief Executive Officer Peter Yu and acknowledged by Sponsor Manager and Vice President Beth Michelson, Cartesian Growth Corporation II issued a $200,000 unsecured promissory note to CGC II Sponsor LLC. The note carries zero interest and matures on the earlier of (i) consummation of an initial business combination or (ii) the effective date of the Company’s winding up. Under Section 5, the Payee may optionally convert outstanding principal into Working Capital Warrants at $1.00 per warrant, rounded up to the nearest whole number, with terms matching the May 5, 2022 IPO private placement warrants. Section 13 records an express trust account waiver by the Payee until a business combination closes, after which repayment sources from released trust proceeds. Sections 6 and 7 define events of default, including a five-day payment grace period and automatic acceleration upon voluntary or involuntary bankruptcy. The instrument is governed by New York law and was issued under a Securities Act Section 4(a)(2) exemption. Why it matters: The $200,000 lending facility extends out-of-pocket operating liquidity while explicitly shielding the $12.27 per-share trust reserve from Sponsor recourse during the active period through the August 5, 2027 termination deadline. Because the Payee waived all claims against the trust account prior to merger consummation, public shareholder redemption valuations remain untouched unless converted or repaid from post-closing trust distributions. The optional warrant conversion structure preserves immediate equity integrity while tying Sponsor returns to future deal completion rather than requiring upfront dilution. The filing does not amend redemption mechanics, trigger extensions, alter voting thresholds, or disclose target acquisition metrics; it solely documents a working capital credit extension and its covenant architecture as set forth in the Exhibit 10.1 loan agreement.

• 8-K21 November 20250001104659-25-114670

  What changed: Form 8-K Current Report filed by Cartesian Growth Corporation II disclosing the execution of an unsecured promissory note between the SPAC and its sponsor. On Nov. 19, 2025, Cartesian Growth Corporation II issued a $250,000 unsecured promissory note to CGC II Sponsor LLC. The note carries no interest and matures on the earlier of consummation of the initial business combination or the effective date of the Company’s winding up. Upon a successful merger, the Sponsor holds the option to convert the outstanding principal into Working Capital Warrants at a ratio of $1.00 per warrant, mirroring the terms of the IPO private placement warrants. Section 13 of the Note explicitly waives the Sponsor’s right to seek repayment from the trust account, though repayment is expressly structured to be made from trust proceeds once released upon merger closing. Why it matters: The issuance adds $250,000 in sponsor-funded working capital to support transaction readiness or operational runway heading toward the Aug. 5, 2027 deadline, without drawing down the existing $12.27 per-share trust value. By contractually surrendering claims against the trust, the Sponsor insulates public shareholders from this new liability prior to a deal closing. The optional warrant conversion mechanism shifts potential dilution to equity holders post-merger rather than imposing recurring cash interest obligations, demonstrating sponsor commitment to fund the search phase while aligning capital provision directly with deal completion milestones.

• 10-Q14 November 20250001104659-25-111663

  What changed: Quarterly report on Form 10-Q for the period ended September 30, 2025. Shareholders approved a Third Extension on November 3, 2025, extending the business combination deadline from November 5, 2025 to August 5, 2026. In connection, 4,173,618 Class A shares were redeemed at approximately $12.27 per share, reducing the trust account from $88.5 million to $37.8 million. The SPAC was delisted from Nasdaq on July 15, 2025, and now trades OTC. The sponsor continues to fund monthly extensions via promissory notes. The company reported a working capital deficit of $5.3 million and has substantial doubt about its ability to continue as a going concern. Why it matters: The trust value per share dropped from $12.20 to $12.27 at redemption but the total trust was cut by more than half, reducing the pool for a deal. The extended deadline gives more time but the smaller trust may limit target options. The delisting reduces liquidity and investor access. The going concern warning underscores the risk of liquidation if no deal is completed by August 5, 2026.

  What changed vs 2025-08-12trust $87.0M → $88.5M +2%deadline 2025-11-10 → 2026-08-05
  trust account, combination deadline, going-concern doubt2 moved · 1 with no prior record of ours

  Trust account

  $87.0M→$88.5M

  SpacBrain reads this as $1,451,198 was added to the trust between the two filings.

  The clause “387 202,147 Total Current assets 114,510 438,847 Cash and marketable securities held in Trust Account 88,478,622 84,565,597 TOTAL ASSETS $ 88,593,132 $ 85,004,444 LIABILITIES AND SHAREHOLDERS DEFICIT Current liabilities Accrued expenses $”…

  Combination deadline

  2025-11-10→2026-08-05

  SpacBrain reads this as 268 days later than the previous record.

  The clause …“which we have to consummate a business combination from November 5, 2025 to August 5, 2026 (the Third Extension ). In connection with the votes to approve the Third Extension Charter Amendment, the holders of 4,173,618 Class A”…

  Going-concern doubt

  stated · unchanged

  The clause …“Going Concern and Liquidity In connection with the Company s assessment of going concern considerations in accordance with Financial Accounting Standard Board s ( FASB ) Accounting Standards Codification ( ASC ) Subtopic 205-40,”…

  Read from stored SEC filing text by a regex — no model is involved — and each side links to the filing it came from. “Not previously extracted” is a statement about our record, not about the company: the clause may be present in wording we do not match.

• SCHEDULE 13G6 November 20250000912282-25-001199

  What changed: A routine compliance exhibit—specifically, a joint filing agreement (Exhibit 1.01) attached to a Schedule 13G beneficial ownership report for RENEF. Nothing alters the SPAC mechanics you track: the redemption deadline remains unadjusted, the trust value per share is unaffected, the announced deal status stands, and there is no indication of an extension vote or sponsor conduct shift. The attachment itself simply states that MMCAP International Inc. SPC and MM Asset Management Inc. will submit future Schedule 13G amendments jointly, with Director Ulla Vestergaard executing the document on behalf of MMCAP and President Hillel Meltz on behalf of MM Asset Management on November 6, 2025. Why it matters: While administrative, this joint filing confirms coordinated regulatory disclosure between two management vehicles, signaling unified voting intent that shareholders monitor ahead of merger approvals. Because the excerpt contains only the signature and agreement page rather than the Schedule 13G data schedule, no block size, percentage thresholds, or acquisition cost figures can be verified from this text alone. The document contains zero claims about customers, revenue, market size, strategy, technology, partnerships, litigation, or personnel beyond the signatories’ titles. It is purely an SEC filing protocol acknowledgment and carries no direct impact on liquidity windows, capital calls, or conversion mechanics.

• SCHEDULE 13G5 November 20250001301396-25-000013

  What changed: Schedule 13G (beneficial ownership report) filed by Context Capital Management, LLC, Michael S. Rosen, William D. Fertig, Charles E. Carnegie, and Context Partners Master Fund, L.P. The filing designates the listed parties as co-beneficial owners of RENEF shares. The provided excerpt omits Item 4 (Purpose of Transaction) and Item 5 (Interest in Securities), meaning no change in share quantity, percentage of class, or acquisition timing is disclosed. Why it matters: According to the filers, this submission registers an existing investment position rather than signaling new capital deployment or strategic intent. For investors tracking the August 5, 2027 redemption deadline, the $12.27 per-share trust value, extension provisions, or merger advancement, the document offers no mechanical implications. It contains no language regarding sponsor conduct, voting coordination, or liquidation preference, leaving the block holder’s expected redemption posture unresolved until proxy materials or a subsequent 13D amendment clarify their purpose.

• DEFA14A4 November 20250001104659-25-106387

  What changed: Form 8-K Current Report and accompanying Exhibit 3.1 documenting the results of an extraordinary general meeting of shareholders and the adoption of an amendment to the Company's Amended and Restated Memorandum and Articles of Association. According to Item 5.07 of the Form 8-K Current Report filed by Cartesian Growth Corporation II, shareholders holding 12,999,712 ordinary shares (12,999,710 Class A and two Class B) voted on November 3, 2025, with 8,863,937 voting FOR and 3,155,321 AGAINST the Extension Proposal. Under Item 8.01, reported by Chief Executive Officer Peter Yu, 4,173,618 shares were redeemed at approximately $12.27 per share for an aggregate redemption amount of $51,219,981.36 million, leaving $37,750,814.08 million in the Trust Account. As set forth in Exhibit 3.1, the amended Charter now establishes August 5, 2026, as the Termination Date, replacing the prior November 5, 2025, deadline. The same exhibit mandates that upon failing to consummate a business combination by that date, the Company shall cease operations within ten business days, redeem Public Shares using the Trust Account balance less taxes and up to US $100,000 for dissolution expenses, and dissolve under Cayman Islands law. Article 49.8 further stipulates that future amendments altering redemption substance or timing will grant non-Sponsor, non-DirectorCo, non-Founder, non-Officer, and non-Director shareholders a redemption opportunity at the then-current per-share Trust Account value. Why it matters: The approved extension resets the liquidation clock to August 5, 2026, granting management roughly nine additional months to execute an initial business combination before triggering mandatory winding-up procedures. The disclosed redemption event permanently strips approximately $51,219,981.36 million from the trust, concentrating remaining capital into fewer shares and materially altering the financing ceiling available for any prospective target acquisition. By codifying the August 5, 2026, deadline and explicit post-default redemption mechanics in Exhibit 3.1, the charter eliminates ambiguity around dissolution timelines while simultaneously locking in a hard stop for speculative trading beyond that date. The heavy outflow underscores reduced near-term liquidity support from existing holders, which may constrain deal negotiation leverage or increase reliance on PIPE financing or sponsor commitments to close a transaction before the new cutoff.

• 8-K4 November 20250001104659-25-106382

  What changed: A Form 8-K current report filed by Cartesian Growth Corporation II detailing the outcomes of its November 3, 2025, extraordinary general meeting and a corresponding trust extension. According to the filing, shareholders representing 92.458% of the 12,999,712 issued and outstanding ordinary shares approved an extension proposal by a margin of 8,863,937 votes for to 3,155,321 against. The vote permanently alters the redemption calendar, moving the deadline to effect an initial business combination, cease operations, or redeem Class A ordinary shares from November 5, 2025, to August 5, 2026. The company further discloses that in direct connection with the extension vote, holders of 4,173,618 shares properly exercised redemption rights at a price of approximately $12.27 per share. The filing states this produced an aggregate redemption amount of $51,219,981.36 million, leaving a remaining balance of $37,750,814.08 million in the Trust Account. Why it matters: The extension resets the operational clock for the sponsor, but the disclosed redemptions remove substantial trust capital, potentially limiting funds available for transaction fees, working capital, or a future merger. Exhibit 3.1 (the amended charter) establishes the August 5, 2026, Termination Date and mandates that upon failure to combine, the company must cease operations, redeem public shares within ten business days using trust deposits (less taxes and up to US $100,000 of interest for dissolution expenses), and liquidate under Cayman Islands law. The document contains no claims regarding customers, revenue, market size, strategy, technology, partnerships, litigation, or personnel changes beyond the routine corporate governance update. Chief Executive Officer Peter Yu signed the report on November 4, 2025.

• DEF 14A20 October 20250001104659-25-100857

  What changed: Definitive proxy statement (DEF 14A) for Cartesian Growth Corporation II's extraordinary general meeting in lieu of an annual meeting, seeking shareholder approval to extend the SPAC's business combination deadline and to permit adjournment if needed. The company proposes to amend its charter to extend the mandatory business combination deadline from November 5, 2025 to August 5, 2026. The meeting is set for November 3, 2025; the redemption deadline for public shareholders is October 30, 2025 at 5:00 p.m. ET. The proxy discloses an estimated trust account balance of approximately $88,728,622 as of October 17, 2025, with expected redemption price of approximately $12.24 per share, versus a $12.20 closing price on October 17, 2025. It also discloses that on October 16, 2025, the company entered into a non-binding Letter of Framework with PLXSUR Limited regarding a potential business combination, with no definitive agreement yet. Initial shareholders, owning about 44.2% of outstanding ordinary shares, are expected to vote in favor; approval of the extension requires a two-thirds vote, meaning about 40.2% of public shares must also vote in favor if insiders vote all their shares. Why it matters: This filing sets the mechanical calendar for shareholders: redemption requests and share delivery are due by October 30, 2025, the meeting is November 3, 2025, and the current termination date is November 5, 2025. If the extension is not approved, the company will wind up and redeem public shares from the trust. It also identifies PLXSUR Limited as the proposed target and cautions that no definitive business combination agreement exists, so deal execution remains uncertain. The trust balance, expected redemption price, prior redemption history, and sponsor ownership are all directly relevant to assessing whether the extension passes and how much trust cash may remain to fund any transaction.

  What changed vs 2024-10-24trust $183.1M → $88.7M -52%deadline 2025-05-05 → 2026-08-05
  trust account, combination deadline2 moved

  Trust account

  $183.1M→$88.7M

  SpacBrain reads this as $94,405,536 left the trust between the two filings.

  The clause …“that the per-share price at which public shares will be redeemed from cash held in the Trust Account will be approximately $88,728,622 at the time of the Extraordinary General Meeting. The closing price of the Company’s Class A”…

  Combination deadline

  2025-05-05→2026-08-05

  SpacBrain reads this as 457 days later than the previous record.

  The clause …“in their place: 49.7 In the event that the Company does not consummate a Business Combination by August 5, 2026 (the “Termination Date”), or such later time as the Members may approve in accordance with the Articles,”…

  Read from stored SEC filing text by a regex — no model is involved — and each side links to the filing it came from. “Not previously extracted” is a statement about our record, not about the company: the clause may be present in wording we do not match.

• 8-K17 October 20250001104659-25-100208

  What changed: An 8-K filed by Cartesian Growth Corporation II, reporting the entry into a non-binding Letter of Framework with PLXSUR Limited, which attaches a draft Business Combination Agreement (BCA) as Exhibit A. The SPAC announced a potential business combination with PLXSUR Limited, an English private company. The filing includes a detailed but unfinalized draft of a BCA. Key structural terms include: (i) a structure involving a newly formed PubCo and a Cayman merger sub; (ii) the exchange of 6,600,000 Cartesian Private Placement Warrants for 349,947 newly issued PubCo Ordinary Shares at closing; (iii) sponsor support agreement where sponsor agrees to vote for the deal, not redeem its Class B shares, waive anti-dilution, and transfer 1,000,000 Cartesian Ordinary Shares to certain PLXSUR shareholders; (iv) a commitment to seek an extension of the SPAC deadline to at least March 31, 2026; (v) the consideration to PLXSUR shareholders is PubCo shares, with the precise value and allocation left blank; (vi) the trust per-share value is referenced in the calculation of consideration (the 'Cartesian Share Redemption Price'); (vii) the SPAC's trust fund is at JPMorgan Chase and invested in government securities/money market funds. Why it matters: This is the first formal disclosure of a target and the structure of a potential deal for Cartesian Growth II, which has a trust value of $12.27 per share and a deadline of August 5, 2027. The draft BCA provides investors with a high degree of visibility into the mechanics of the proposed transaction, the sponsor's commitments, and the key conditions that must be met for closing. The need for an extension to March 2026 suggests the parties are early in the process.

• DEFA14A17 October 20250001104659-25-100211

  What changed: A non-binding Letter of Framework and a draft Business Combination Agreement between SPAC Cartesian Growth Corp II (RENEF) and PLXSUR Limited, an English private limited company, filed as soliciting material under Rule 14a-12 (DEFA14A). Cartesian Growth Corp II entered into a non-binding Letter of Framework with PLXSUR Limited for a potential business combination. The draft agreement outlines a merger structure involving a new PubCo, a sponsor support agreement (including share transfer, vote support, warrant exchange), and an extension proposal to extend the SPAC's deadline to at least March 31, 2026. Key financial terms (Company Value, Company Shareholder Consideration) are intentionally omitted. The trust value is stated as no less than $[___] (currently $12.27 per share). The deal is subject to definitive agreement and conditions. Why it matters: This is the first public disclosure of the target and deal structure for Cartesian Growth Corp II. Investors can assess the non-binding stage, the sponsor's supportive actions, the planned extension, and the early valuation signals. The filing provides important information on deal mechanics, redemption rights, and the timeline for shareholder votes.

• PRE 14A8 October 20250001104659-25-097940

  What changed: Preliminary proxy statement (PRE 14A) soliciting shareholder approval to extend the SPAC's deadline to complete a business combination by up to 12 months to November 5, 2026. Cartesian Growth Corporation II is proposing a third extension of its business combination deadline from November 5, 2025 to up to November 5, 2026, with the sponsor depositing an undisclosed monthly payment into the trust in exchange for a promissory note. The filing does not name a target; the Board states there may not be enough time to complete a deal. Public shareholders may redeem their shares at the trust value per share (amounts not yet specified; after the second extension, trust held $83,770,196.61 after redemptions of 8,620,849 shares at ~$11.55). The record date, meeting date, and redemption deadline are bracketed but the meeting is in November 2025. Sponsor (44.2% owner) will vote in favor. If the extension is not approved, the SPAC will liquidate. Why it matters: This filing indicates that the SPAC has not yet secured a business combination and requires additional time. The outcome determines whether the SPAC continues to seek a deal or liquidates, and the redemption opportunity allows public shareholders to exit at trust value. The trust value and redemption price are key data points yet to be disclosed. Three institutional holders (Meteora Capital 14.9%, Mizuho 9.5%, W.R. Berkley 8.3%) are identified as >5% owners. Previous extensions occurred in November 2023 and November 2024.

• 8-K6 October 20250001104659-25-096749

  What changed: A Form 8-K Current Report filed by Cartesian Growth Corporation II to disclose Item 2.03 (Creation of a Direct Financial Obligation) and Item 8.01 (Other Events). Cartesian Growth Corporation II announced that on October 1, 2025, it approved its twelfth one-month extension of the Business Combination Period, resetting the final merger deadline to November 5, 2025. In connection with this move, the company drew $250,000 from an unsecured promissory note with a maximum principal amount of up to $2,400,000 issued to CGC II Sponsor LLC. The filing specifies that the Sponsor will deposit these Extension Funds directly into the trust account established for the initial public offering. CEO Peter Yu signed the report on October 3, 2025. Why it matters: Because the company’s governing documents authorize exactly twelve one-month extensions, this approval consumes the final allowable extension window. The November 5, 2025 deadline leaves virtually no runway for deal negotiation, valuation updates, or shareholder votes, signaling that public investors will soon face a binary choice between accepting a pending merger or redeeming shares from the trust. While the $250,000 drawdown increases the SPAC’s liabilities, the sponsor-directed funding ensures the trust capital remains intact for redemption calculations. The filing discloses no target company, enterprise value, PIPE commitments, or regulatory milestones.

• 8-K4 September 20250001104659-25-087173

  What changed: A Current Report on Form 8-K announcing the eleventh one-month extension of the time period to consummate an initial business combination and the accompanying sponsor-financed deposit into the SPAC trust. According to the filing, Cartesian Growth Corporation II approved pushing its Business Combination Period to October 5, 2025, which constitutes the eleventh of twelve allowed extensions under its amended memorandum and articles. In connection with the extension, the company drew $250,000 from an unsecured promissory note with a maximum principal of $2,400,000 dated November 6, 2024. The report stipulates that CGC II Sponsor LLC, the designated lender, will deposit the $250,000 into the trust account. Chief Executive Officer Peter Yu signed the disclosure on September 3, 2025. Why it matters: The extension delays any mandatory dissolution or default event by one calendar month, granting management additional time to finalize a merger target. By routing the $250,000 extension fee from the sponsor's promissory note directly into the trust, the sponsor avoids triggering a liquidation scenario, though the company now sits at the threshold of its final permissible extension cycle. Once October 5, 2025 arrives without a completed business combination, the trust will likely dissolve and distribute the existing cash balance to shareholders holding Class A ordinary shares. The filing also notes the warrant structure, confirming that whole warrants are exercisable for one Class A ordinary share at an exercise price of $11.50, which sets the fixed leverage parameters for equity upside alongside the common share redemption timeline.

• SCHEDULE 13G/A13 August 20250001104659-25-077182

  What changed: Routine compliance exhibit (Limited Power of Attorney accompanying a Schedule 13G/A filing). This document consists of two Powers of Attorney (Exhibits A and B) that appoint Takahiro Katsura as an authorized agent to execute Form 13G filings and related amendments with the SEC on behalf of Mizuho Financial Group, Inc., Mizuho Bank, Ltd., Mizuho Americas LLC, and Mizuho Securities USA LLC. According to the filing, the exhibits provide zero updates, amendments, or data pertaining to Cartesian Growth II’s redemption deadlines, trust share valuation, extension votes, merger progress, or sponsor behavior. Why it matters: Attributed to the filing entities, the powers merely delegate internal signing authority to ensure timely SEC submissions under Sections 13(d) and 13(g) of the Exchange Act. According to the text, executives including Hidekatsu Take (Deputy President & Corporate Executive Officer) and Adam Hopkins (Chief Legal Officer) ratify the agent’s actions while disclaiming personal liability for Section 13 compliance failures. The document lists subsidiary headquarters in Tokyo (100-8176) and New York (10020) and classifies the New York entities as a parent holding company and registered broker-dealer. For investors monitoring SPAC capital mechanics, this exhibit is procedurally neutral: it confirms administrative readiness for future ownership disclosures but alters neither trust fund integrity, deal schedules, nor redemption rights.

• 10-Q12 August 20250001410578-25-001679

  What changed: Quarterly report on Form 10-Q for the quarterly period ended June 30, 2025, filed by Cartesian Growth Corporation II (a blank-check company). Trust account increased to $87.0M (from $84.6M at Dec 31, 2024) due to interest; redemption value per share $12.00 (up from $11.66). Sponsor deposited $1.1M in extension payments in H1 2025, extending deadline to November 10, 2025 (second extension). Company issued additional convertible promissory notes to sponsor. Net loss of $152k in Q2 2025 vs net income of $2.1M in Q2 2024, driven by warrant liability fair value changes. Working capital deficit of $4.3M; management expresses substantial doubt about going concern. Securities delisted from Nasdaq on July 15, 2025, now quoted on OTC market. Why it matters: The SPAC continues to rely on sponsor financing for monthly extensions, but has limited cash outside trust ($229k). The per-share trust value remains above $10, but the company faces a November 10, 2025 deadline to complete a business combination. Nasdaq delisting reduces liquidity and may deter investors. The going concern disclosure indicates heightened risk of liquidation if no deal is consummated.

  What changed vs 2025-05-15trust $85.7M → $87.0M +2%
  trust account, combination deadline, going-concern doubt1 moved · 2 with no prior record of ours

  Trust account

  $85.7M→$87.0M

  SpacBrain reads this as $1,339,016 was added to the trust between the two filings.

  The clause “522 202,147 Total Current assets 360,154 438,847 Cash and marketable securities held in Trust Account 87,027,424 84,565,597 TOTAL ASSETS $ 87,387,578 $ 85,004,444 LIABILITIES AND SHAREHOLDERS DEFICIT Current liabilities Accrued expenses $”…

  Combination deadline

  2025-11-10 · unchanged

  The clause …“for up to an additional twelve months, from November 10, 2024 to up to November 10, 2025, by electing to extend the date to consummate an initial business combination on a monthly basis for up to twelve times by an additional one”…

  Going-concern doubt

  stated · unchanged

  The clause …“Going Concern and Liquidity In connection with the Company s assessment of going concern considerations in accordance with Financial Accounting Standard Board s ( FASB ) Accounting Standards Codification ( ASC ) Subtopic 205-40,”…

  Read from stored SEC filing text by a regex — no model is involved — and each side links to the filing it came from. “Not previously extracted” is a statement about our record, not about the company: the clause may be present in wording we do not match.

• SCHEDULE 13G8 August 20250000950170-25-105934

  What changed: A routine compliance exhibit — specifically, a Schedule 13G beneficial ownership report filed under the Securities Exchange Act. The filing identifies itself as a Schedule 13G beneficial ownership report associated with numerical reference [0000950170-25-105934]. It lists W. R. Berkley Corporation and Berkley Insurance Company as the reporting holders. The excerpt provides no share quantities, ownership percentages, purchase prices, acquisition dates, or intent declarations. Why it matters: This document registers standard federal disclosure compliance, confirming that the named institutions have accumulated sufficient RENEF equity to cross the statutory reporting threshold. It contains no data pertaining to redemption mechanics, trust account valuations, merger integration milestones, extension voting timelines, or sponsor conduct. For investors monitoring the business combination’s execution, the filing signals persistent institutional surveillance but introduces zero new variables that would alter redemptions calculations, capital preservation assumptions, or deal progression expectations. Without quantified holdings or transaction narratives, it remains a baseline regulatory entry rather than a catalyst for position adjustment.(flagged for human review)

• 8-K5 August 20250001104659-25-074173

  What changed: A Form 8-K current report filed on August 5, 2025, disclosing the approval of an extension to the initial business combination period and the creation of a direct financial obligation via a sponsor-promissory note draw. Per the filing signed by Chief Executive Officer Peter Yu, the Company approved its ninth one-month extension of the Business Combination Period, moving the effective deadline to September 5, 2025. In connection, the Company drew $250,000 from an unsecured promissory note with a maximum principal amount of $2,400,000 dated November 6, 2024, held by CGC II Sponsor LLC. The report states the Sponsor will deposit the $250,000 into the trust account. This extension represents the ninth of twelve permitted monthly extensions under the Articles. The document also lists Class A ordinary shares at a $0.0001 par value and whole warrants exercisable for $11.50. Why it matters: Investors tracking the redemption calendar see the final date to complete a merger shifted to September 5, 2025. The $250,000 trust deposit raises the absolute dollar reserve backing Class A shares, directly impacting the redemption floor and per-share liquidation value ahead of the next vote. Continued reliance on the Sponsor's credit facility highlights persistent execution delays while confirming ongoing sponsor commitment to preserve public float value. The filing contains no substantive updates regarding target selection, customer pipelines, revenue forecasts, or partnership developments; it functions strictly as a mechanical compliance update to sustain the SPAC timeline.

• 25-NSE15 July 20250001354457-25-000671

  What changed: Nasdaq Stock Market LLC delisting determination and notice. The Nasdaq Stock Market LLC determined Cartesian Growth Corporation II no longer qualifies for listing pursuant to Listing Rule IM-5101-2, mandating removal effective at the opening of trading on July 25, 2025. Nasdaq Staff notified the company on May 6, 2025; the company declined to file an appeal, resulting in suspension and finalization of the determination on May 13, 2025. This action does not rewrite existing redemption windows, per-share trust accumulation targets, extension provisions, pending merger milestones, or sponsor representation agreements, but it strips exchange-mediated shareholder voting, real-time quote dissemination, and ongoing corporate governance reporting, thereby altering the mechanical pathway for retail and institutional shareholders to monitor or act on their stakes. Why it matters: For investors tracking redemption deadlines, trust value maintenance, extension votes, deal execution progress, and sponsor conduct, delisting obscures pricing transparency against cash reserves and removes Nasdaq’s enforcement backstop, increasing reliance on self-reported disclosures and secondary market liquidity. The Exchange bases its determination exclusively on company-provided compliance data, and the company’s acceptance of the May 13, 2025 finality confirms the absence of successful remediation. No assertions regarding customer concentration, historical or projected revenue, total addressable market size, proprietary technology development, strategic partnership formations, active litigation exposure, or executive turnover are contained in the submission.

• 8-K3 July 20250001104659-25-065498

  What changed: Form 8-K Current Report disclosing the approval of the eighth one-month business combination extension and the associated sponsor-funded extension payment. According to the registrant, filed by Chief Executive Officer Peter Yu on July 2, 2025, Cartesian Growth Corporation II approved its eighth one-month extension of the initial business combination period, moving the deadline to August 5, 2025. In connection with the extension, the company drew $250,000 from an unsecured promissory note held by CGC II Sponsor LLC, which has a maximum principal amount of $2,400,000 dated November 6, 2024. The filing states that the Sponsor will deposit the $250,000 directly into the trust account. This action utilizes the eighth of twelve permissible one-month extensions under the amended and restated memorandum and articles of association. Why it matters: The extension materially delays the redemption or liquidation horizon to August 5, 2025, preserving per-share trust capital by funding the extension via fresh sponsor deposits rather than reducing existing trust balances. With eight extensions already exercised, only four remain available under the corporate charter. Continued drawdowns on the $2,400,000 credit facility demonstrate sponsor willingness to extend operational runway, but the tightening allowance of remaining extensions increases pressure to consummate a targeted transaction or formally wind up the trust before mandatory dissolution.

• 8-K24 June 20250001104659-25-062086

  What changed: Form 8-K Current Report disclosing the seventh one-month extension of the initial business combination period and the associated trust funding mechanism. According to the registrant's report dated May 30, 2025 and signed by Chief Executive Officer Peter Yu on June 24, 2025, Cartesian Growth Corporation II officially extended its deadline to consummate an initial business combination to July 5, 2025. In connection with this adjustment, the sponsor CGC II Sponsor LLC drew an aggregate of $250,000 from an unsecured promissory note with a maximum principal amount of $2,400,000 dated November 6, 2024. The document states that these extension funds will be deposited into the trust account created during the initial public offering. The filing identifies this as the seventh of twelve permissible one-month extensions authorized under the company's articles of association. Why it matters: The extension resets the mandatory redemption and liquidation clock to July 5, 2025, granting public investors an additional month to track proposed merger targets or decide whether to redeem their shares prior to that date. Each sponsored extension requires a direct cash infusion into the trust, which maintains the per-share trust balance while signaling management's intent to secure a deal rather than liquidate. With five extension months remaining after this approval, the filing highlights continued sponsor financing but also chronicles the systematic erosion of the original timeline allocated to complete a transaction.

• 8-K28 May 20250001104659-25-053253

  What changed: Form 8-K current report disclosing the execution of a $250,000 unsecured promissory note between Cartesian Growth Corporation II and CGC II Sponsor LLC for working capital purposes. The filing records that on May 27, 2025, the company issued an interest-free $250,000 promissory note to its sponsor. Principal repayment triggers on the earlier of initial business combination consummation or effective liquidation date. The sponsor retains an option to convert outstanding principal into working capital warrants at a $1.00 per warrant conversion ratio, with warrant terms mirroring the May 5, 2022 IPO private placement warrants carrying a $11.50 exercise price. Section 13 of the note explicitly waives any sponsor claim against the trust account, stipulating that repayment upon business combination shall come solely from trust account proceeds released to the company. Standard default clauses provide immediate acceleration upon insolvency or payment failure. Why it matters: This working capital contribution does not modify the stated $12.27 trust value per share or the August 5, 2027 liquidation deadline. The sponsor’s trust waiver confines dilution exposure exclusively to the post-combination optional warrant conversion, while maintaining standard default remedies. Personnel disclosures confirm Chief Executive Officer Peter Yu executed the agreement for the company and Manager and Vice President Beth Michelson signed for the sponsor, indicating active administrative and financial backing for the pending merger timeline. No litigation, customer metrics, or partnership claims are present in the exhibit.

The complete RENEF filing history on EDGAR