Galata Acquisition Corp. II Files 8-K with Key Agreements

TL;DR

Galata Acquisition Corp. II filed an 8-K detailing material agreements and corporate changes.

AI Summary

Galata Acquisition Corp. II entered into a material definitive agreement on September 18, 2025, related to its units, which consist of ordinary shares and redeemable warrants. The company also reported on unregistered sales of equity securities and changes in its board and officer composition. Additionally, amendments to its articles of incorporation or bylaws and other events were noted.

Why It Matters

This filing indicates significant corporate actions and potential future transactions for Galata Acquisition Corp. II, which could impact its stock and warrant holders.

Risk Assessment

Risk Level: medium — The filing involves material definitive agreements and unregistered sales of equity, which can carry inherent risks and require further investigation.

Key Numbers

• $11.50 — Exercise Price (The price at which redeemable warrants can be exercised for ordinary shares.)

Key Players & Entities

• Galata Acquisition Corp. II (company) — Filer of the 8-K report
• September 18, 2025 (date) — Date of material definitive agreement and unregistered sales
• Class Ordinary Shares (security) — Component of the company's units
• Redeemable Warrants (security) — Component of the company's units, exercisable for ordinary shares at $11.50

FAQ

Key Financial Figures

• $0.0001 — LC Class A ordinary shares, par value $0.0001 per share LATA The Nasdaq Stock Mar
• $11.50 — ordinary share at an exercise price of $11.50 per share LATAW The Nasdaq Stock Ma
• $10.00 — tion. The Units were sold at a price of $10.00 per Unit, generating gross proceeds to
• $172,500,000 — rating gross proceeds to the Company of $172,500,000. Each Unit consists of one Class A ordi
• $1.00 — hare at $11.50 per share, at a price of $1.00 per Private Placement Warrant, or $5,30
• $5,300,000 — $1.00 per Private Placement Warrant, or $5,300,000 in the aggregate. Of the 5,300,000 Priv
• $6,037,500 — eds from the IPO (which amount includes $6,037,500 of the underwriters' deferred discount)

Filing Documents

• ea0258445-8k_galata2.htm (8-K) — 83KB
• ea025844501ex1-1_galata2.htm (EX-1.1) — 239KB
• ea025844501ex3-1_galata2.htm (EX-3.1) — 298KB
• ea025844501ex4-1_galata2.htm (EX-4.1) — 160KB
• ea025844501ex10-1_galata2.htm (EX-10.1) — 83KB
• ea025844501ex10-2_galata2.htm (EX-10.2) — 128KB
• ea025844501ex10-3_galata2.htm (EX-10.3) — 42KB
• ea025844501ex10-4_galata2.htm (EX-10.4) — 57KB
• ea025844501ex10-5_galata2.htm (EX-10.5) — 49KB
• ea025844501ex10-6_galata2.htm (EX-10.6) — 100KB
• ea025844501ex10-7_galata2.htm (EX-10.7) — 12KB
• ea025844501ex99-1_galata2.htm (EX-99.1) — 6KB
• ea025844501ex99-2_galata2.htm (EX-99.2) — 6KB
• 0001213900-25-091113.txt ( ) — 1760KB
• latau-20250918.xsd (EX-101.SCH) — 4KB
• latau-20250918_def.xml (EX-101.DEF) — 27KB
• latau-20250918_lab.xml (EX-101.LAB) — 37KB
• latau-20250918_pre.xml (EX-101.PRE) — 25KB
• ea0258445-8k_galata2_htm.xml (XML) — 8KB

Financial Statements and Exhibits

Financial Statements and Exhibits. (d) Exhibits The following exhibits are being filed herewith: Exhibit No. Description 1.1

Underwriting

Underwriting Agreement, dated September 18, 2025, by and between the Company and BTIG, LLC & Co., as representative of the several underwriters. 3.1 Amended and Restated Memorandum and Articles of Association of the Company. 4.1 Warrant Agreement, dated September 18, 2025, by and between the Company and Continental Stock Transfer & Trust Company, as warrant agent. 10.1 Investment Management Trust Agreement, September 18, 2025, by and between the Company and Continental Stock Transfer & Trust Company, as trustee. 10.2 Registration Rights Agreement, dated September 18, 2025, by and among the Company and certain security holders. 10.3 Sponsor Private Placement Warrants Purchase Agreement, dated September 18, 2025, by and between the Company and the Sponsor. 10.4 BTIG Private Placement Units Purchase Agreement, dated September 18, 2025, by and between the Company and BTIG, LLC 10.5 Letter Agreement, dated September 18, 2025, by and among the Company, its officers and directors, and the Sponsor. 10.6 Form of Indemnity Agreement. 10.7 Administrative Services Agreement, dated September 18, 2025, by and between the Company and Callaway Capital Management, LLC. 99.1 Press Release, dated September 18, 2025. 99.2 Press Release, dated September 22, 2025. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document). 3 SIGNATURE 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. GALATA ACQUISITION CORP. II By: /s/ Craig Perry Name: Craig Perry Title: Chief Executive Officer Dated: September 24, 2025 4

View Full Filing

View this 8-K filing on SEC EDGAR