Andretti Acquisition Corp. II Files S-1/A Amendment

TL;DR

Andretti SPAC II filed an S-1/A amendment on 7/31. Looks like they're still planning a deal.

AI Summary

Andretti Acquisition Corp. II filed an S-1/A amendment on July 31, 2024, for its registration statement. The company, incorporated in the Cayman Islands, is a blank check company with its principal executive offices located at 7615 Zionsville Road, Indianapolis, Indiana. The filing is under Registration No. 333-280552 and relates to the Securities Act of 1933.

Why It Matters

This filing indicates Andretti Acquisition Corp. II is moving forward with its plans as a special purpose acquisition company, potentially leading to a future business combination.

Risk Assessment

Risk Level: medium — As a SPAC, the company's success is contingent on finding and completing a business combination, which carries inherent risks.

Key Numbers

• 333-280552 — Registration Number (SEC filing identifier)

Key Players & Entities

• Andretti Acquisition Corp. II (company) — Registrant
• July 31, 2024 (date) — Filing date
• 333-280552 (registration_number) — SEC Registration Number
• William M. Brown (person) — Chief Executive Officer
• 7615 Zionsville Road, Indianapolis, Indiana (address) — Principal executive offices

FAQ

Key Financial Figures

• $200,000,000 —  JULY 31 , 2024 $200,000,000 Andretti Acquisition Corp. II
• $10.00 — ies. Each unit has an offering price of $10.00 and consists of one Class A ordi
• $11.50 — s A ordinary share at a price of $11.50 per share, subject to adjustment as des
• $6,500,000 — nit (for an aggregate purchase price of $6,500,000 (or up to $7,100,000 if the underwriter
• $7,100,000 — purchase price of $6,500,000 (or up to $7,100,000 if the underwriters’ over -allot
• $3,000,000 — nt units at a price of $10.00 per unit ($3,000,000 in the aggregate) in a private placemen
• $100,000 — d thereon (less taxes payable and up to $100,000 of interest income to pay dissolution e
• $0.20 — x00a0;    Includes $0.20 per unit (including any units sold purs
• $4,000,000 — ption to purchase additional units), or $4,000,000 in the aggregate (or up to $4,600,000 i
• $4,600,000 — r $4,000,000 in the aggregate (or up to $4,600,000 if the underwriters’ over -allot
• $0.40 — closing of this offering. Also includes $0.40 per unit on all units sold including th
• $8,000,000 — option to purchase additional units, or $8,000,000 in the aggregate (or up to $9,200,000 i
• $9,200,000 — r $8,000,000 in the aggregate (or up to $9,200,000 in the aggregate if the underwriters&#x
• $200.0 — ent units described in this prospectus, $200.0 million, or $230.0 millio
• $230.0 — s prospectus, $200.0 million, or $230.0 million if the underwriters&#x20

Filing Documents

• ea0208202-02.htm (S-1/A) — 3333KB
• ea020820202ex1-1_andretti2.htm (EX-1.1) — 238KB
• ea020820202ex3-1_andretti2.htm (EX-3.1) — 217KB
• ea020820202ex3-2_andretti2.htm (EX-3.2) — 281KB
• ea020820202ex4-1_andretti2.htm (EX-4.1) — 20KB
• ea020820202ex4-2_andretti2.htm (EX-4.2) — 20KB
• ea020820202ex4-3_andretti2.htm (EX-4.3) — 24KB
• ea020820202ex5-1_andretti2.htm (EX-5.1) — 11KB
• ea020820202ex5-2_andretti2.htm (EX-5.2) — 53KB
• ea020820202ex10-1_andretti2.htm (EX-10.1) — 47KB
• ea020820202ex10-2_andretti2.htm (EX-10.2) — 82KB
• ea020820202ex10-3_andretti2.htm (EX-10.3) — 107KB
• ea020820202ex10-4_andretti2.htm (EX-10.4) — 40KB
• ea020820202ex10-5_andretti2.htm (EX-10.5) — 59KB
• ea020820202ex10-6_andretti2.htm (EX-10.6) — 105KB
• ea020820202ex10-8_andretti2.htm (EX-10.8) — 11KB
• ea020820202ex10-10_andretti2.htm (EX-10.10) — 12KB
• ea020820202ex14-1_andretti2.htm (EX-14.1) — 69KB
• ea020820202ex23-1_andretti2.htm (EX-23.1) — 3KB
• ea020820202ex99-1_andretti2.htm (EX-99.1) — 41KB
• ea020820202ex99-2_andretti2.htm (EX-99.2) — 29KB
• ex5-2_001.jpg (GRAPHIC) — 10KB
• ex5-2_002.jpg (GRAPHIC) — 12KB
• 0001013762-24-003253.txt ( ) — 4832KB

Risk Factors

Risk Factors   42 Cautionary Note Regarding Forward-Looking Statements   89

Use of Proceeds

Use of Proceeds   90 Dividend Policy   93

Dilution

Dilution   94 Capitalization   96 Management’s Discussion and Analysis of Financial Condition and Results of Operations   97 Proposed Business   102 Effecting our Initial Business Combination   112 Management   133 Principal Shareholders   145 Certain Relationships and Related Party Transactions   150

Description of Securities

Description of Securities   153 Taxation   174

Underwriting

Underwriting   185 Legal Matters   195 Experts   195 Where You Can Find Additional Information   195 Index to Financial Statements   F-1 We are responsible for the information contained in this prospectus. We have not, and the underwriters have not, authorized anyone to provide you with information that is different from or inconsistent with that contained in this prospectus. We are not, and the underwriters are not, making an offer to sell securities in any jurisdiction where the offer or sale is not permitted. You should not assume that the information contained in this prospectus is accurate as of any date other than the date on the front of this prospectus. Trademarks This prospectus contains references to trademarks and service marks belonging to other entities. Solely for convenience, trademarks and trade names referred to in this prospectus may appear without the ® or ™ symbols, but such references are not intended to indicate, in any way, that the applicable licensor will not assert, to the fullest extent under applicable law, its rights to these trademarks and trade names. We do not intend our use or display of other companies’ trade names, trademarks or service marks to imply a relationship with, or endorsement or sponsorship of us by, any other companies. i Table of Contents SUMMARY This summary only highlights the more detailed information appearing elsewhere in this prospectus. As this is a summary, it does not contain all of the information that you should consider in making an investment decision. You should read this entire prospectus carefully, including the information under “Risk Factors” and our financial statements and the related notes included elsewhere in this prospectus, before investing. Unless otherwise stated in this prospectus or the context otherwise requires, references to: •      &#x00a

View Full Filing

View this S-1/A filing on SEC EDGAR