Cartesian Growth Corp II Files 8-K on Definitive Agreement

TL;DR

Cartesian Growth Corp II signed a deal on 7/12/24 for units (shares + warrants).

AI Summary

On July 12, 2024, Cartesian Growth Corp II entered into a material definitive agreement related to its units, each consisting of one Class A Ordinary Share and one-third of one warrant. This filing also indicates the creation of a direct financial obligation or an obligation under an off-balance sheet arrangement for the registrant. The company is incorporated in the Cayman Islands and its fiscal year ends on December 31.

Why It Matters

This filing signals a significant contractual development for Cartesian Growth Corp II, potentially impacting its financial structure and future obligations.

Risk Assessment

Risk Level: medium — The filing indicates a material definitive agreement and potential financial obligations, which warrants closer examination for associated risks.

Key Numbers

• 001-41378 — Commission File Number (Identifies the company's SEC filing history.)

Key Players & Entities

• Cartesian Growth Corp II (company) — Registrant
• July 12, 2024 (date) — Date of earliest event reported
• 001-41378 (company) — Commission File Number
• Class A Ordinary Share (security) — Component of units
• Warrant (security) — Component of units

FAQ

Key Financial Figures

• $0.0001 — LC Class A ordinary shares, par value $0.0001 per share RENE The Nasdaq Stock Mar
• $11.50 — ordinary share at an exercise price of $11.50 RENEW The Nasdaq Stock Market LLC
• $250,000 — (the "Note") in the principal amount of $250,000 to CGC II Sponsor LLC (the "Sponsor").
• $1 — of the Note being converted divided by $1.00, rounded up to the nearest whole num

Filing Documents

• tm2419447d1_8k.htm (8-K) — 34KB
• tm2419447d1_ex10-1.htm (EX-10.1) — 29KB
• 0001104659-24-079930.txt ( ) — 296KB
• reneu-20240712.xsd (EX-101.SCH) — 4KB
• reneu-20240712_def.xml (EX-101.DEF) — 27KB
• reneu-20240712_lab.xml (EX-101.LAB) — 36KB
• reneu-20240712_pre.xml (EX-101.PRE) — 25KB
• tm2419447d1_8k_htm.xml (XML) — 7KB

01. Entry into a Material

Item 1.01. Entry into a Material Definitive Agreement. The information provided in Item 2.03 of this Current Report on Form 8-K is incorporated by reference into this Item 1.01.

03. Creation of a Direct

Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. On July 12, 2024, Cartesian Growth Corporation II (the "Company") issued an unsecured promissory note (the "Note") in the principal amount of $250,000 to CGC II Sponsor LLC (the "Sponsor"). The Note does not bear interest and the principal balance will be payable on the earlier to occur of (i) the date on which the Company consummates its initial business combination and (ii) the date that the winding up of the Company is effective (such earlier date, the "Maturity Date"). In the event the Company consummates its initial business combination, the Sponsor has the option on the Maturity Date to convert all or any portion of the principal outstanding under the Note into that number of warrants ("Working Capital Warrants") equal to the portion of the principal amount of the Note being converted divided by $1.00, rounded up to the nearest whole number. The terms of the Working Capital Warrants, if any, would be identical to the terms of the private placement warrants issued by the Company at the time of its initial public offering (the "IPO"), as described in the prospectus for the IPO dated May 5, 2022 and filed with the U.S. Securities and Exchange Commission, including the transfer restrictions applicable thereto. The Note is subject to customary events of default, the occurrence of certain of which automatically triggers the unpaid principal balance of the Note and all other sums payable with regard to the Note becoming immediately due and payable. The issuance of the Note was made pursuant to the exemption from registration contained in Section 4(a)(2) of the Securities Act of 1933, as amended. The foregoing description of the Note is qualified in its entirety by reference to the full text of the Note, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.

01. Financial Statements and

Item 9.01. Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description 10.1 Promissory Note issued in favor of CGC II Sponsor LLC, dated July 12, 2024 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) 2 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. CARTESIAN GROWTH CORPORATION II By: /s/ Peter Yu Name: Peter Yu Title: Chief Executive Officer Date: July 15, 2024 3

View Full Filing

View this 8-K filing on SEC EDGAR