SC 13G: Inflection Point Acquisition Corp. II

AI Summary

SC 13G filing by Inflection Point Acquisition Corp. II.

Risk Assessment

Risk Level: low

Key Financial Figures

• $0.0001 — me of Issuer) Class A ordinary shares, $0.0001 par value per share (Title of Class of

Filing Documents

• ef20038412_sc13g.htm (SC 13G) — 107KB
• 0001140361-24-046643.txt ( ) — 109KB

(a)

Item 1(a). Name of Issuer The name of the issuer to which this filing on Schedule 13G relates is Inflection Point Acquisition Corp. II (the "Company").

(b)

Item 1(b). Address of Issuer's Principal Executive Offices The principal executive offices of the Company are located at 167 Madison Avenue, Suite 205 #1017, New York, NY 10016.

(a)

Item 2(a). Name of Person Filing This statement is being filed jointly by the following (each, a "Reporting Person," and collectively, the "Reporting Persons"): Westchester Capital Management, LLC ("Westchester"), a Delaware limited liability company, Virtus Investment Advisers, Inc. ("Virtus"), a Massachusetts corporation, and The Merger Fund ("MF"), a Massachusetts business trust. Virtus, a registered investment adviser, serves as the investment adviser to each of MF, The Merger Fund VL ("MF VL") and Virtus Westchester Credit Event Fund ("CEF", together with MF and MF VL, the "Funds"). Westchester, a registered investment adviser, serves as sub-advisor to each of MF, MF VL and CEF. The Funds directly hold Ordinary Shares of the Company for the benefit of the investors in those Funds. Mr. Roy Behren and Mr. Michael T. Shannon each serve as Co-Presidents of Westchester.

(b)

Item 2(b). Address or Principal Business Office or, if none, Residence: Westchester Capital Management, LLC 100 Summit Drive, Valhalla, NY 10595 Virtus Investment Advisers, Inc. One Financial Plaza, Hartford, CT 06103 The Merger Fund 101 Munson Street, Greenfield, MA 01301-9683

(c)

Item 2(c). Citizenship Westchester is organized under the laws of the State of Delaware. Each of Virtus and MF are organized under the laws of the State of Massachusetts.

(d)

Item 2(d). Title of Class of Securities The class of equity securities of the Company to which this filing on Schedule 13G relates is Class A ordinary shares, $0.0001 par value per share ("Ordinary Shares").

(e)

Item 2(e). CUSIP Number The CUSIP number of the Company's Ordinary Shares is G4790U102. Item 3. If this statement is filed pursuant to 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: (a) Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o). (b) Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 73c). (c) Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c). (d) Investment company registered under section 8 of the Investment Company Act of 1940(15 U.S.C. 80a-8). (e) An investment adviser in accordance with 13d-1(b)(1)(ii)(E). (f) An employee benefit plan or endowment fund in accordance with 240.13d-1(b)(1)(ii)(F). (g) A parent holding company or control person in accordance with 240.13d-1(b)(1)(ii)(G). (h) A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813). (i) A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3). (j) Group, in accordance with 240.13d-1(b)(1)(ii)(J). If this statement is filed pursuant to 240.13d-1(c), check this box. Item 4. The information set forth in Rows 5 through 11 of the cover pages to this Schedule 13G is incorporated herein by reference. Virtus acts as investment adviser to each of MF, MF VL and CEF. Westchester acts as sub-advisor to each of MF, MF VL and CEF and may be deemed to beneficially own shares of Ordinary Shares held by MF, MF VL and CEF. Messrs. Behren and Shannon each serve as Co-Presidents of Westchester. By virtue of these relationships, Westchester and Messrs. Behren and Shannon may be deemed to beneficially own the Ordinary Shares held by the Funds, however, each of the Reporting Persons and Messrs. Behren and Shannon disclaim beneficial ownership of such shares of Ordinary Shares, except to the extent of their pecuniary interest therein. The filing of this

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