BOA Acquisition Corp. II Announces Pricing of $125 Million Initial Public Offering

Rhea-AI Summary

BOA Acquisition Corp. II (Nasdaq: THEO), a special purpose acquisition company, priced its $125 million initial public offering, consisting of 12,500,000 units at $10.00 per unit. The units are expected to begin trading on the Nasdaq Global Market under the symbol "THEOU" on August 4, 2026, with the offering expected to close on August 5, 2026, subject to customary conditions.

Each unit includes one Class A ordinary share and one right, with each right entitling the holder to receive one Class A ordinary share upon consummation of the company's initial business combination. Following separation, the Class A ordinary shares and rights are expected to trade under the symbols "THEO" and "THEOR", respectively. The company plans to seek a business combination focused on direct investments in real estate and infrastructure assets in the energy, telecommunications and transportation sectors. D. Boral Capital LLC is acting as sole book-running manager, and has a 45-day option to purchase up to 1,875,000 additional units at the IPO price to cover over-allotments.

Positive

• $125 million IPO priced at $10.00 per unit
• Listing of units on Nasdaq Global Market under ticker "THEOU"
• Separate trading for Class A shares and rights under "THEO" and "THEOR"
• Defined acquisition focus on real estate and infrastructure in energy, telecom and transportation sectors
• Underwriters’ 45-day option for up to 1,875,000 additional units

Negative

• Public shareholders face potential issuance of up to 1,875,000 additional units through underwriters’ over-allotment option
• Each unit includes a right to receive an additional Class A share upon business combination, increasing future share count

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WASHINGTON, Aug. 3, 2026 /PRNewswire/ -- BOA Acquisition Corp. II (the "Company"), a special purpose acquisition company, today announced the pricing of its initial public offering of 12,500,000 units at a price of $10.00 per unit. The units are expected to be listed for trading on the Nasdaq Global Market ("Nasdaq") under the ticker symbol "THEOU" beginning August 4, 2026. Each unit consists of one Class A ordinary share and one right to receive one Class A ordinary share upon consummation of the initial business combination of the Company. Each right entitles the holder thereof to receive one Class A ordinary share upon the consummation of the Company's initial business combination. Once the securities comprising the units begin separate trading, the Company expects that its Class A ordinary shares and rights will be listed on Nasdaq under the symbols "THEO" and "THEOR," respectively. The offering is expected to close on August 5, 2026, subject to customary closing conditions.

The Company was formed for the purpose of effecting a merger, amalgamation, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses. While the Company may pursue an acquisition opportunity at any stage of development and in any industry or geography, the Company intends to focus its search on opportunities involving direct investments in real estate and infrastructure assets, particularly within the energy, telecommunications and transportation sectors.

D. Boral Capital LLC is acting as sole book-running manager for the offering. The Company has granted the underwriters a 45-day option to purchase up to 1,875,000 additional units at the initial public offering price to cover over-allotments, if any.

The public offering is being made only by means of a prospectus. When available, copies of the prospectus may be obtained from D. Boral Capital LLC, 590 Madison Avenue, 39th Floor, New York, NY 10022, by email at dbccapitalmarkets@dboralcapital.com, or by telephone at (212) 970-5150.

A registration statement on Form S-1, as amended (File No. 333-290732) relating to the securities was declared effective by the U.S. Securities and Exchange Commission (the "SEC") on August 3, 2026. This press release shall not constitute an offer to sell or the solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

Forward-Looking Statements

This press release contains statements that constitute "forward-looking statements," including with respect to the proposed initial public offering, the closing of the offering, and the anticipated use of the net proceeds from the offering. No assurance can be given that the offering discussed above will be completed on the terms described, or at all, or that the Company will ultimately complete a business combination transaction in the sector it is targeting or at all. Forward-looking statements are subject to numerous conditions, many of which are beyond the control of the Company, including those set forth in the Risk Factors section of the Company's registration statement and preliminary prospectus for the Company's offering filed with the SEC. Copies of these documents are available on the SEC's website, at www.sec.gov. The Company undertakes no obligation to update these statements for revisions or changes after the date of this press release, except as required by law.

Contact

Benjamin A. Friedman
BOA Acquisition Corp. II
Email: investors@friedmancap.com 

View original content:https://www.prnewswire.com/news-releases/boa-acquisition-corp-ii-announces-pricing-of-125-million-initial-public-offering-302841796.html

SOURCE BOA Acquisition Corp. II

FAQ

What are the key terms of the BOA Acquisition Corp. II (NASDAQ: THEO) IPO priced on August 3, 2026?

BOA Acquisition Corp. II priced a $125 million IPO of 12,500,000 units at $10.00 each. According to BOA Acquisition Corp. II, each unit includes one Class A ordinary share and one right to receive a Class A share after its initial business combination.

When will BOA Acquisition Corp. II units and common stock (THEO) start trading on Nasdaq?

The units are expected to begin trading on Nasdaq under "THEOU" on August 4, 2026. According to BOA Acquisition Corp. II, once separated, Class A shares and rights should trade under "THEO" and "THEOR", respectively, on the Nasdaq Global Market.

What does each BOA Acquisition Corp. II (THEO) SPAC unit include for IPO investors?

Each unit includes one Class A ordinary share and one right to receive a Class A share. According to BOA Acquisition Corp. II, each right entitles holders to one Class A ordinary share upon consummation of the company’s initial business combination.

What is the business strategy of BOA Acquisition Corp. II (NASDAQ: THEO) after its IPO?

BOA Acquisition Corp. II plans to pursue a business combination with one or more businesses. According to BOA Acquisition Corp. II, it intends to focus on direct investments in real estate and infrastructure assets in energy, telecommunications and transportation sectors.

How large is the over-allotment option in the BOA Acquisition Corp. II (THEO) IPO?

The underwriters have a 45-day option to buy up to 1,875,000 additional units. According to BOA Acquisition Corp. II, this option allows purchases at the initial public offering price to cover any over-allotments, potentially increasing total units sold.

Who is the book-running manager for the BOA Acquisition Corp. II (THEO) IPO and how can investors get the prospectus?

D. Boral Capital LLC is the sole book-running manager for the BOA Acquisition Corp. II IPO. According to BOA Acquisition Corp. II, the prospectus can be requested from D. Boral Capital LLC at 590 Madison Avenue, New York, or via provided email and phone contacts.