Inflection Point Acquisition Corp. IV 8-K Filing
Ticker: BACQR · Form: 8-K · Filed: Nov 17, 2025 · CIK: 2028707
| Field | Detail |
|---|---|
| Company | Inflection Point Acquisition Corp. IV (BACQR) |
| Form Type | 8-K |
| Filed Date | Nov 17, 2025 |
| Pages | 10 |
| Reading Time | 12 min |
| Key Dollar Amounts | $0.0001, $50,000,000, $100,000,000, $55 million, $9.3 m |
| Sentiment | neutral |
Sentiment: neutral
FAQ
What type of filing is this?
This is a 8-K filing submitted by Inflection Point Acquisition Corp. IV (ticker: BACQR) to the SEC on Nov 17, 2025.
What are the key financial figures in this filing?
Key dollar amounts include: $0.0001 (LC Class A ordinary shares, par value $0.0001 per share BACQ The Nasdaq Stock Mar); $50,000,000 ("), for an aggregate purchase price of $50,000,000 (the " Closing PIPE Investment "). On); $100,000,000 (increase its Closing PIPE Investment to $100,000,000, for which it will receive 9,803,922 sh); $55 million (and sold, an aggregate of approximately $55 million of convertible promissory notes (the "); $9.3 m (te Investor purchased for approximately $9.3 million, an additional Pre-Funded Convert).
How long is this filing?
Inflection Point Acquisition Corp. IV's 8-K filing is 10 pages with approximately 3,052 words. Estimated reading time is 12 minutes.
Where can I view the full 8-K filing?
The complete filing is available on SEC EDGAR. You can also read the AI-decoded analysis with risk assessment and key highlights on ReadTheFiling.
Filing Stats: 3,052 words · 12 min read · ~10 pages · Grade level 14.5 · Accepted 2025-11-17 09:21:36
Key Financial Figures
- $0.0001 — LC Class A ordinary shares, par value $0.0001 per share BACQ The Nasdaq Stock Mar
- $50,000,000 — "), for an aggregate purchase price of $50,000,000 (the " Closing PIPE Investment "). On
- $100,000,000 — increase its Closing PIPE Investment to $100,000,000, for which it will receive 9,803,922 sh
- $55 million — and sold, an aggregate of approximately $55 million of convertible promissory notes (the "
- $9.3 m — te Investor purchased for approximately $9.3 million, an additional Pre-Funded Convert
- $10.9 million — Note with a principal of approximately $10.9 million and a Pre-Funded Warrant, on the same t
Filing Documents
- ea0265934-8k425_inflec4.htm (8-K) — 59KB
- ea026593401ex10-1_inflec4.htm (EX-10.1) — 204KB
- ea026593401ex10-2_inflec4.htm (EX-10.2) — 867KB
- ea026593401ex99-1_inflec4.htm (EX-99.1) — 21KB
- ea026593401ex99-2_inflec4.htm (EX-99.2) — 57KB
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- 0001213900-25-111321.txt ( ) — 24471KB
- bacq-20251117.xsd (EX-101.SCH) — 4KB
- bacq-20251117_def.xml (EX-101.DEF) — 27KB
- bacq-20251117_lab.xml (EX-101.LAB) — 37KB
- bacq-20251117_pre.xml (EX-101.PRE) — 25KB
- ea0265934-8k425_inflec4_htm.xml (XML) — 7KB
01. Entry Into A Material Definitive Agreement
Item 1.01. Entry Into A Material Definitive Agreement. As previously disclosed, in connection with the Business Combination Agreement, dated August 13, 2025 (the " Business Combination Agreement ," and the transactions contemplated thereby, the " Business Combination "), by and among Inflection Point Acquisition Corp. IV, a Cayman Islands exempted company (which shall transfer by way of continuation out of the Cayman Islands and domesticate as a Delaware corporation prior to the consummation of the Business Combination (the " Closing ")) (" Inflection Point ," and Inflection Point after the Closing, " New Merlin Labs "), Merlin Labs, Inc. (" Merlin Labs "), and other parties signatory thereto, Inflection Point and Merlin Labs entered into a Securities Purchase Agreement, dated August 13, 2025 (the " Closing PIPE Subscription Agreement "), with the accredited investor named therein (the " Closing PIPE Investor "), pursuant to which, the Closing PIPE Investor agreed, among other things, to purchase at Closing 4,901,961 shares of New Merlin Labs' 12.0% Series A Cumulative Convertible Preferred Stock, par value $0.0001 per share (the " New Merlin Labs Preferred Stock "), having the rights, preferences and privileges set forth in the Certificate of Designation of Preferences, Rights and Limitations of the New Merlin Labs Preferred Stock and a warrant to purchase a number of shares of common stock, par value $0.0001 per share, of New Merlin Labs (" New Merlin Labs Common Stock "), equal to the amount of shares into which such shares of New Merlin Labs Common Stock underlying the New Merlin Labs Preferred Stock are initially convertible (a " Closing Warrant "), for an aggregate purchase price of $50,000,000 (the " Closing PIPE Investment "). On November 17, 2025, Inflection Point and Merlin Labs entered into an amendment to the Closing PIPE Subscription Agreement with the Closing PIPE Investor (" Amendment No. 1 to the Closing PIPE Subscription Agreement "), pursuant to
02. Unregistered Sales of Equity Securities
Item 3.02. Unregistered Sales of Equity Securities. The disclosure set forth above in Item 1.01 of this Current Report on Form 8-K is incorporated by reference herein. The securities to be offered and sold in connection with the Closing PIPE Investment and the Additional Closing PIPE Investment have not been registered under the Securities Act of 1933, as amended (the " Securities Act "), in reliance upon the exemption from registration provided in Section 4(a)(2) of the Securities Act.
01. Regulation FD Disclosure
Item 7.01. Regulation FD Disclosure. On November 17, 2025, Inflection Point and Merlin Labs jointly issued a press release announcing the expansion of its private placement in public equity commitments. The press release is furnished hereto as Exhibit 99.1 and incorporated by reference into this Item 7.01. Furnished as Exhibit 99.2 hereto and incorporated into this Item 7.01 by reference is the investor presentation that Inflection Point and Merlin Labs have prepared for use in connection with the Additional Closing PIPE Investment. The foregoing (including Exhibits 99.1 and 99.2) is being furnished pursuant to Item 7.01 and will not be deemed to be filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the " Exchange Act "), or otherwise be subject to the liabilities of that section, nor will it be deemed to be incorporated by reference in any filing under the Securities Act or the Exchange Act.
01. Other Events
Item 8.01. Other Events. As previously disclosed, in connection with the transactions contemplated by the Business Combination Agreement, on August 13, 2025, Merlin Labs entered into Note Purchase Agreements (the " Pre-Funded Note Purchase Agreement ") with certain accredited investors named therein (collectively, the " Note Investors "). Pursuant to the Pre-Funded Note Purchase Agreement, the Note Investors agreed, among other things, to purchase, and Merlin Labs issued and sold, an aggregate of approximately $55 million of convertible promissory notes (the " Pre-Funded Convertible Notes ") and warrants (the " Pre-Funded Warrants "), substantially concurrently with the signing of the Business Combination Agreement. On November 17, 2025, Merlin Labs, Inflection Point Fund I LP and one of the other Note Investors entered into an amendment to the Pre-Funded Note Purchase Agreement, pursuant to which the Note Investor purchased for approximately $9.3 million, an additional Pre-Funded Convertible Note with a principal of approximately $10.9 million and a Pre-Funded Warrant, on the same terms and conditions as the Pre-Funded Note Purchase Agreement. Additional Information The Business Combination will be submitted to shareholders of Inflection Point for their consideration. In connection with the Business Combination, Inflection Point intends to file a registration statement on Form S-4 (the " Registration Statement ") with the SEC, which will include a proxy statement/prospectus and certain other related documents, which will serve as both the proxy statement to be distributed to its shareholders in connection with its solicitation for proxies for the vote by its shareholders in connection with the Business Combination and other matters to be described in the Registration Statement, as well as the prospectus relating to the offer and sale of the securities to be issued to Merlin Labs' equityholders in connection with the completion of the Business Combination. Aft
Forward Looking Statements
Forward Looking Statements Certain statements made herein are not historical facts but may be considered "forward-looking statements" within the meaning of Section 27A of the Securities Act and Section 21E of the Exchange Act. Forward-looking statements generally are accompanied by words such as "believe," "may," "will," "estimate," "continue," "anticipate," "intend," "expect," "should," "would," "plan," "predict," "potential," "seem," "seek," "future," "outlook" or the negatives of these terms or variations of them or similar terminology or expressions that predict or indicate future events or trends or that are not statements of historical matters. These forward-looking statements include, but are not limited to, statements regarding future events, the proposed Business Combination between Inflection Point and Merlin Labs, the estimated or anticipated future results and benefits of New Merlin Labs following the Business Combination, including the likelihood and ability of the parties to successfully consummate the Business Combination, future opportunities for New Merlin Labs and other statements that are not historical facts. These statements are based on the current expectations of Inflection Point and/or Merlin Labs' management and are not predictions of actual performance. These forward-looking statements are provided for illustrative purposes only and are not intended to serve as, and must not be relied on, by any investor as a guarantee, an assurance, a prediction or a definitive statement of fact or probability. Actual events and circumstances are difficult or impossible to predict and will differ from assumptions. Many actual events and circumstances are beyond the control of Inflection Point and Merlin Labs. These statements are subject to a number of risks and uncertainties regarding Merlin Labs' business and the Business Combination, and actual results may differ materially. These risks and uncertainties include, but are not limited to: general econo
01. Financial Statements and Exhibits
Item 9.01. Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description of Exhibits 10.1* Form of Amendment No. 1 to the Securities Purchase Agreement (Closing PIPE Subscription Agreement). 10.2* Form of Securities Purchase Agreement. 10.3 Form of Amended & Restated Registration Rights Agreement (incorporated by reference to Exhibit 10.5 to Inflection Point's Current Report on Form 8-K, filed with the SEC on August 14, 2025). 99.1* Press Release, dated November 17, 2025. 99.2* Investor Presentation, dated November 2025. 104 Cover Page Interactive Data File-Embedded within the inline XBRL document. * Filed herewith. Certain of the schedules to this Exhibit have been omitted in accordance with Regulation S-K Item 601(a)(5). The Registrant agrees to furnish a copy of all omitted schedules to the SEC upon its request. 5
SIGNATURES
SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Date: November 17, 2025 INFLECTION POINT ACQUISITION CORP. IV By: /s/ Michael Blitzer Name: Michael Blitzer Title: Chairman and Chief Executive Officer 6