Andretti Acquisition CORP. II 8-K Filing
Ticker: POLEW · Form: 8-K · Filed: Dec 9, 2025 · CIK: 2025341
Sentiment: neutral
Filing Stats: 4,679 words · 19 min read · ~16 pages · Grade level 20 · Accepted 2025-12-09 16:40:41
Key Financial Figures
- $0.0001 — LC Class A Ordinary Shares, par value $0.0001 per share POLE The Nasdaq Stock Mar
- $11.50 — Ordinary Share at an exercise price of $11.50 per share POLEW The Nasdaq Stock Ma
- $800.0 million — " Merger Consideration ") equal to (i) $800.0 million plus (ii) the cash proceeds received by
- $10.00 — ith each Pubco ordinary share valued at $10.00 per share. The options and warrants of
- $5.0 million — ount into the Company equal to at least $5.0 million (such financing, the " Bridge Financing
- $32.0 million — SPAC, Pubco or the Company of at least $32.0 million (when aggregated with the amount of cas
Filing Documents
- ea0268791-8k425_andretti2.htm (8-K) — 84KB
- ea026879101ex2-1_andretti2.htm (EX-2.1) — 768KB
- ea026879101ex10-1_andretti2.htm (EX-10.1) — 33KB
- ea026879101ex10-2_andretti2.htm (EX-10.2) — 24KB
- ea026879101ex10-3_andretti2.htm (EX-10.3) — 135KB
- ea026879101ex10-4_andretti2.htm (EX-10.4) — 72KB
- ea026879101ex10-5_andretti2.htm (EX-10.5) — 52KB
- 0001213900-25-119691.txt ( ) — 1660KB
- pole-20251203.xsd (EX-101.SCH) — 4KB
- pole-20251203_def.xml (EX-101.DEF) — 27KB
- pole-20251203_lab.xml (EX-101.LAB) — 37KB
- pole-20251203_pre.xml (EX-101.PRE) — 25KB
- ea0268791-8k425_andretti2_htm.xml (XML) — 7KB
01 Entry Into A Material Definitive
Item 1.01 Entry Into A Material Definitive Agreement. Business Combination Agreement This section describes the material provisions of the Business Combination Agreement but does not purport to describe all of the terms thereof. Andretti shareholders, warrant holders and other interested parties are urged to read such agreement in its entirety. The following summary is qualified in its entirety by reference to the complete text of the Business Combination Agreement, a copy of which is attached hereto as Exhibit 2.1. Unless otherwise defined herein, the capitalized terms used below are defined in the Business Combination Agreement . General Description of the Business Combination Agreement On December 3, 2025, Andretti Acquisition Corp. II, a Cayman Islands exempted company (" Andretti " or " SPAC "), entered into a Business Combination Agreement (the " Business Combination Agreement " or " BCA ") with (i) StoreDot Ltd., an Israeli company limited by shares (together with its successors, the " Company " or " Store Dot "), (ii) XFC Battery Ltd., a newly-formed Israeli company limited by shares (" Pubco ") that is owned by a person affiliated with StoreDot, (iii) XFC Israel Merger Sub Ltd., an Israeli company and a wholly-owned subsidiary of Pubco (" Company Merger Sub ") and (iv) XFC Cayman Merger Sub, a Cayman Islands exempted company and a wholly-owned subsidiary of Pubco (" SPAC Merger Sub ", and together with Company Merger Sub, the " Merger Subs "). The transactions contemplated by the Business Combination Agreement are referred to herein as the " Business Combination ." conditions, the Business Combination provides that at the consummation of the transactions contemplated thereunder (the " Closing "), Company Merger Sub will merge with and into StoreDot, with StoreDot continuing as the surviving entity and a wholly owned subsidiary of Pubco (the " Company Merger "), immediately following the Company Merger, SPAC Merger Sub will m