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Pasqal XPRIZE finalist; BBCQ (BBCQ) says Form F-4 will follow

Filing Impact
(High)
Filing Sentiment
(Neutral)
Form Type
425

Rhea-AI Filing Summary

Bleichroeder Acquisition 2 France II and Pasqal Holding SAS disclose Pasqal’s selection as an XPRIZE Quantum Applications finalist. The posts, dated May 11, 2026, highlight technical evaluation ahead and reference the proposed business combination between Bleichroeder and Pasqal. The communication includes forward-looking statements and notes that a Registration Statement on Form F-4 will be filed in connection with the business combination.

Positive

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Negative

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Insights

Legal framing centers on the upcoming proxy/prospectus process under Form F-4.

The filing reiterates that a Registration Statement on Form F-4 will be filed and that definitive proxy materials will be mailed after effectiveness. This confirms planned SEC disclosure steps tied to shareholder voting.

Key dependencies include shareholder and regulatory approvals; timing and consummation remain subject to those approvals and other conditions disclosed in the forward-looking section.

Pasqal’s XPRIZE finalist status is a technical recognition but not a financial event.

The posts emphasize progress toward measurable quantum advantage in energy, climate, and human health and note forthcoming technical evaluation phases. This is a reputational milestone rather than a transaction that alters deal mechanics.

Commercial or revenue implications are not quantified here; subsequent filings may provide milestones or financial detail tied to commercialization.

LinkedIn post date May 11, 2026 Date of Pasqal posts announcing XPRIZE finalist status
SEC File Number File No. 001-43045 Filing identification for Bleichroeder Acquisition 2 France II
Form references Form F-4 Registration Statement to be filed in connection with the business combination
Prior SEC filings referenced January 8, 2026; January 9, 2026 Final Prospectus and Form 8-K cited for participant lists
forward-looking statements regulatory
"This communication contains certain statements that are not historical facts but may be considered "forward-looking statements""
Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.
Registration Statement on Form F-4 regulatory
"Bleichroeder intends to file a registration statement on Form F-4 with the SEC (the "Registration Statement")"
A registration statement on Form F-4 is a regulatory filing used when a foreign company offers or issues securities in connection with a merger, acquisition, exchange offer or similar transaction that involves U.S. securities law. It gathers the deal terms, financial statements, management background and risk factors into one disclosure package so investors can evaluate the transaction — like an ingredient list and instruction manual investors read before deciding to buy or vote on the new or exchanged shares.
proxy statement/prospectus regulatory
"will serve as both the proxy statement/prospectus to be distributed to its shareholders"
A proxy statement or prospectus is a document that companies send to shareholders to provide important information about upcoming decisions or investments, such as voting on company issues or offering new shares to the public. It helps investors understand the details and risks involved, enabling them to make informed choices about their ownership or involvement with the company.

Filed by Bleichroeder Acquisition 2 France pursuant to Rule 425

under the Securities Act of 1933, as amended,

and deemed filed pursuant to Rule 14a-12

under the Securities Exchange Act of 1934, as amended

Subject Company: Bleichroeder Acquisition Corp. II (File No. 001-43045)

 

The following is a LinkedIn post published on May 11, 2026 by Pasqal Holding SAS.

 

 

 

We’re proud to share that Pasqal has been selected as a finalist in the XPRIZE Quantum Applications competition, a global initiative focused on advancing quantum algorithms toward real-world impact.

 

This recognition reflects our continued progress toward delivering measurable quantum advantage across critical areas such as energy, climate, and human health. We look forward to the next phase of technical evaluation and contributing to the growing momentum behind practical, scalable quantum computing.

 

Thank you to XPRIZE, Google Quantum AI, and GESDA for supporting innovation at this scale.

 

Link to release: https://www.pasqal.com/newsroom/pasqal-selected-as-finalist-in-xprize-quantum-applications-competition/

 

#QuantumComputing #XPRIZE 

 

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The following is a LinkedIn post reposted on May 11, 2026 by Wasiq Bokhari, Executive Chairman and Chief Executive Officer of Pasqal Holding SAS.

 

 

 

We’re proud to share that Pasqal has been selected as a finalist in the XPRIZE Quantum Applications competition, a global initiative focused on advancing quantum algorithms toward real-world impact.

 

This recognition reflects our continued progress toward delivering measurable quantum advantage across critical areas such as energy, climate, and human health. We look forward to the next phase of technical evaluation and contributing to the growing momentum behind practical, scalable quantum computing.

 

Thank you to XPRIZE, Google Quantum AI, and GESDA for supporting innovation at this scale.

 

Link to release: https://www.pasqal.com/newsroom/pasqal-selected-as-finalist-in-xprize-quantum-applications-competition/

 

#QuantumComputing #XPRIZE

 

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The following is a LinkedIn post published on May 11, 2026 by Loic Henriet, Chief Technology Officer of Pasqal Holding SAS.

 

 

 

Proud to share that Pasqal has been selected as a finalist in the XPRIZE Quantum Applications competition.

 

This recognition is a strong validation of the work our teams are doing to move beyond theoretical performance and toward measurable quantum advantage on real-world problems — particularly in areas like energy, climate, and human health.

 

XPRIZE’s rigorous, impact-driven framework closely aligns with our approach: combining strong science, independent evaluation, and a clear path to practical applications. Looking forward to the next phase of technical evaluation as the competition continues.

 

Link to release: https://www.pasqal.com/newsroom/pasqal-selected-as-finalist-in-xprize-quantum-applications-competition/

  

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Forward Looking Statements

 

This communication contains certain statements that are not historical facts but may be considered “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”) and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements generally are accompanied by words such as “believe,” “may,” “might”, “will,” “estimate,” “continue,” “anticipate,” “intend,” “expect,” “should,” “would,” “could,” “plan,” “predict,” “project”, “forecast,” “believe,” “potential,” “seem,” “seek,” “target,” “possible,” “future,” “outlook” or the negatives of these terms or variations of them or similar terminology or expressions that predict or indicate future events or trends or that are not statements of historical matters. These forward-looking statements include, but are not limited to, statements regarding future events, the proposed business combination between Bleichroeder Acquisition Corp. II (“Bleichroeder”) and Pasqal Holding SAS (“Pasqal”), the estimated or anticipated future results and benefits of the combined company following the business combination, including the likelihood and ability of the parties to successfully consummate the business combination, future opportunities for the combined company, the committed convertible financing and other statements that are not historical facts.

 

These statements are based on the current expectations of Bleichroeder and/or Pasqal’s management and are not predictions of actual performance. These forward-looking statements are provided for illustrative purposes only and are not intended to serve as, and must not be relied on, by any investor as a guarantee, an assurance, a prediction or a definitive statement of fact or probability. Actual events and circumstances are difficult or impossible to predict and will differ from assumptions. Many actual events and circumstances are beyond the control of Bleichroeder and Pasqal. These forward-looking statements are subject to a number of known and unknown risks, uncertainties and assumptions regarding Pasqal’s business and the business combination, and actual results may differ materially. These risks and uncertainties include, but are not limited to: general economic, political, social and business conditions; uncertainty or changes with respect to laws and regulations; uncertainty or changes with respect to taxes, trade conditions and the macroeconomic environment; the inability of the parties to consummate the business combination or the occurrence of any event, change or other circumstances that could give rise to the termination of the business combination agreement entered into in connection to the business combination, including failure by Bleichroeder or Pasqal to receive their respective shareholder approval or required regulatory approvals of the business combination; the number of redemption requests made by Bleichroeder’s shareholders in connection with the business combination, leaving the combined company with insufficient cash to execute its business plans; the outcome of any legal proceedings or governmental investigations that may be instituted against the parties following the announcement of the business combination; failure to realize the anticipated benefits of the business combination, including as a result of a delay in consummating the potential transaction; the risk that the business combination disrupts Pasqal’s current plans and operations as a result of the announcement and consummation of the business combination; the risks related to Pasqal meeting expected business milestones; the effects of competition on Pasqal’s business; the ability of the combined company to execute its growth strategy, manage growth profitably and retain its key employees; the ability of the combined company to obtain or maintain the listing of its securities on a U.S. national securities exchange following the business combination; the ability to achieve dual listing on Euronext N.V. Paris following the business combination; costs related to the business combination; the ability of Bleichroeder or the combined company to raise capital or issue debt, equity or equity-linked securities in connection with the proposed business combination or in the future on reasonable terms or at all; the combined company’s ability to maintain internal control over financial reporting and operate as a public company; the risk from Pasqal pursuing an emerging technology, facing significant technical challenges and the potential that it may not achieve commercialization or market acceptance; Pasqal’s financial performance and limited operating history; Pasqal’s expectations regarding future financial performance, capital requirements and unit economics; Pasqal’s use and reporting of business and operational metrics; Pasqal’s competitive landscape; Pasqal’s dependence on members of its senior management and its ability to attract and retain qualified personnel; Pasqal’s potential need for additional future financing prior to or after the business combination as a combined company; Pasqal’s concentration of revenue in contracts with government or state-funded entities; Pasqal’s ability to manage growth and expand its operations; potential future acquisitions or investments in companies, products, services or technologies; Pasqal’s reliance on strategic partners and other third parties; Pasqal’s ability to maintain, protect and defend its intellectual property rights; risks associated with privacy, data protection or cybersecurity incidents and related regulations; the use, rate of adoption and regulation of artificial intelligence and machine learning; and other risks that will be detailed from time to time in filings with the U.S. Securities and Exchange Commission (the “SEC”). The foregoing list of risk factors is not exhaustive. There may be additional risks that Pasqal and Bleichroeder presently do not know or that Pasqal and Bleichroeder currently believe are immaterial that could also cause actual results to differ from those contained in forward-looking statements. In addition, forward-looking statements provide Pasqal’s and/or Bleichroeder’s expectations, plans and forecasts of future events and views as of the date of this communication. Pasqal and Bleichroeder anticipate that subsequent events and developments will cause their assessments to change. However, while Pasqal and/or Bleichroeder may elect to update these forward-looking statements in the future, Pasqal and Bleichroeder specifically disclaim any obligation to do so. These forward-looking statements should not be relied upon as representing Pasqal’s or Bleichroeder’s assessments as of any date subsequent to the date of this communication. Accordingly, undue reliance should not be placed upon the forward-looking statements. Nothing herein should be regarded as a representation by any person that the forward-looking statements set forth herein will be achieved or results of such forward-looking statements will be achieved.

 

An investment in Bleichroeder is not an investment in any of its founders’ or sponsors’ past investments, companies or affiliated funds. The historical results of those investments are not indicative of future performance of Bleichroeder, which may differ materially.

 

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Additional Information and Where to Find It

 

The business combination will be submitted to shareholders of Bleichroeder for their consideration. In connection with the business combination, Bleichroeder intends to file a registration statement on Form F-4 with the SEC (the “Registration Statement”), which will serve as both the proxy statement/prospectus to be distributed to its shareholders in connection with its solicitation for proxies for the vote by its shareholders in connection with the business combination and other matters to be described in the Registration Statement, as well as the prospectus relating to the offer and sale of the securities to be issued to Pasqal’s shareholders in connection with the completion of the business combination. After the Registration Statement is declared effective, Bleichroeder will mail a definitive proxy statement/prospectus and other relevant documents to its shareholders as of the record date established for voting on the business combination. This communication is not a substitute for the Registration Statement, the definitive proxy statement/prospectus or any other document that Bleichroeder will send to its shareholders in connection with the business combination.

 

BEFORE MAKING ANY INVESTMENT OR VOTING DECISION, INVESTORS AND SECURITY HOLDERS ARE ADVISED TO READ, WHEN AVAILABLE, THE REGISTRATION STATEMENT, PROXY STATEMENT/PROSPECTUS AND ANY OTHER RELEVANT DOCUMENTS AND, IN EACH CASE, ANY AMENDMENTS THERETO FILED WITH THE SEC CAREFULLY AND IN THEIR ENTIRETY IF AND WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE BUSINESS COMBINATION, RELATED TRANSACTIONS AND THE PARTIES TO THE BUSINESS COMBINATION. Investors and security holders will be able to obtain copies of these documents (if and when available) and other documents filed with the SEC free of charge at www.sec.gov. The definitive proxy statement/final prospectus (if and when available) will be mailed to shareholders of Bleichroeder as of a record date to be established for voting on the business combination. Shareholders of Bleichroeder will also be able to obtain copies of the proxy statement/prospectus without charge, once available, at the SEC’s website at www.sec.gov.

 

Participants in the Solicitation

 

Bleichroeder and its directors, executive officers, and other members of management, and consultants, under SEC rules, may be deemed participants in the solicitation of proxies from Bleichroeder’s shareholders with respect to the business combination. A list of the names of those directors and executive officers and a description of their interests in Bleichroeder and the business combination is contained in the sections entitled “Management,” “Principal Shareholders,” and “Certain Relationships and Related Party Transactions” of the Final Prospectus filed by Bleichroeder with the SEC on January 8, 2026 and the Current Report on Form 8-K filed with the SEC on January 9, 2026, and each of which is available free of charge at the SEC’s website at www.sec.gov. Additional information regarding the interests of participants in the proxy solicitation and their direct and indirect interests will be contained in the Registration Statement and the proxy statement/prospectus when they become available.

 

Pasqal, its directors, executive officers, other members of management, employees and consultants, under SEC rules, may be deemed participants in the solicitation of proxies of Bleichroeder’s shareholders in connection with the business combination. A list of the names of such directors and executive officers and information regarding their interests in the business combination will be included in the Registration Statement and the proxy statement/prospectus when they become available.

 

No Offer or Solicitation

 

This communication is for informational purposes only and is not (i) an offer to purchase, nor a solicitation of an offer to sell, subscribe for or buy any securities, nor shall there be any sale, issuance or transfer of securities in any jurisdiction in contravention of applicable law nor (ii) the solicitation of any vote in any jurisdiction pursuant to the business combination or otherwise. This communication is not, and under no circumstances is to be construed as, a prospectus, an advertisement or a public offering of the securities described herein in the United States or any other jurisdiction. No offer of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act or exemptions therefrom. No securities commission or securities regulatory authority in the United States or any other jurisdiction has in any way passed upon the merits of the business combination or the accuracy or adequacy of this communication.

 

 

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FAQ

What does Pasqal’s XPRIZE finalist status mean for BBCQ shareholders?

It is a recognition of Pasqal’s technical progress and does not itself change shareholder rights. The post highlights selection as an XPRIZE finalist on May 11, 2026, while the business combination remains subject to the Form F-4 registration and shareholder approvals described in the communication.

Has Bleichroeder filed the registration statement for the business combination (BBCQ)?

Bleichroeder intends to file a Registration Statement on Form F-4 related to the business combination. The communication states the Form F-4 will be filed and that definitive proxy/prospectus materials will be mailed after the Registration Statement is declared effective.

Are there financial terms or proceeds disclosed for the Pasqal and Bleichroeder transaction?

No financial terms or proceeds are disclosed in this excerpt. The text references a proposed business combination and a future Registration Statement on Form F-4, which will contain detailed transaction terms when filed and declared effective.

What approvals are required to complete the Bleichroeder–Pasqal business combination (BBCQ)?

The filing states the business combination requires Bleichroeder and Pasqal shareholder approvals and any required regulatory approvals. The communication also flags potential redemption requests by Bleichroeder shareholders as a possible condition affecting cash available post-combination.

Where can investors obtain the proxy statement/prospectus for BBCQ?

Investors will be able to obtain the Registration Statement, proxy statement/prospectus, and other SEC filings free of charge at www.sec.gov. The communication says definitive materials will be mailed to shareholders after the Registration Statement is declared effective.