Bleichroeder Acquisition Corp. II filings document the company’s SPAC structure, Nasdaq-listed securities, material-event reports, governance changes, and capital-structure disclosures. The records identify the issuer as a Cayman Islands exempted company with Class A ordinary shares under BBCQ and redeemable warrants under BBCQW.
The company’s 8-K disclosures include board and management changes, director appointments, and other material-event reporting. Its filings also state emerging growth company status and describe the warrant terms and ordinary-share structure that define the public securities associated with the blank-check issuer.
Alyeska Investment Group, L.P., Alyeska Fund GP, LLC and Anand Parekh report beneficial ownership of Class A ordinary shares of Bleichroeder Acquisition Corp. II. As of 30 June 2026, they beneficially own 2,016,339 shares, representing 7.01% of the class. The position consists of 1,179,280 ordinary shares and 837,059 shares issuable upon exercise of warrants. All 2,016,339 shares are subject to shared voting and shared dispositive power, with no sole voting or dispositive power reported. The ownership is held through Alyeska Master Fund, L.P., over which Alyeska Investment Group, L.P. exercises voting and investment control, and Anand Parekh may be deemed a beneficial owner but disclaims beneficial ownership.
Fort Baker Capital Management LP, together with Steven Patrick Pigott and Fort Baker Capital, LLC, reports beneficial ownership of Class A ordinary shares of Bleichroeder Acquisition Corp. II. Fort Baker Capital Management LP directly holds 2,082,058 Class A ordinary shares, representing 7.2% of the Class A shares outstanding. The ownership percentage is based on 28,750,000 Class A ordinary shares stated as outstanding as of May 7, 2026, in the issuer’s Form 10-Q. Each reporting person has shared voting and dispositive power over these 2,082,058 shares and no sole voting or dispositive power. The parties file jointly, state they are not members of a group, and each disclaims beneficial ownership except to the extent of their pecuniary interest.
Highbridge Capital Management, LLC, an investment adviser to certain funds and accounts, reports beneficial ownership of Class A Ordinary Shares of Bleichroeder Acquisition Corp. II. The position is held by the Highbridge funds it advises, not directly by Highbridge itself.
Highbridge reports beneficial ownership of 1,632,494 Class A Ordinary Shares, representing 5.7% of the class, based on 28,750,000 Class A Ordinary Shares outstanding as of May 7, 2026. Highbridge has sole voting and dispositive power over these shares, and the Highbridge funds have the right to receive dividends and sale proceeds from the reported shares.
Bleichroeder Acquisition Corp. II, a Cayman Islands SPAC, reported June 30, 2026 balance sheet assets of $293.4 million, driven by $292.3 million of IPO proceeds invested in a U.S. Treasury-focused trust. It has 28,750,000 Class A public shares redeemable at about $10.17 per share and 9,583,333 Class B founder shares.
For the six months ended June 30, 2026, the company recorded a net loss of $2.4 million, with $7.2 million of formation, general and administrative costs partially offset by $4.8 million of interest income from the trust. Cash outside the trust was $866,407 and working capital showed a $5.2 million deficit; management discloses that this liquidity position raises substantial doubt about its ability to continue as a going concern absent a business combination.
The SPAC completed its IPO on January 9, 2026, selling 28,750,000 units at $10.00 each and a concurrent private placement of 7,750,000 warrants, incurring $17.9 million in transaction costs, including $12.25 million of deferred underwriting fees. It has signed and amended a Business Combination Agreement to merge with French quantum computing company Pasqal, valuing Pasqal at $2.0 billion pre-money, alongside a committed $250 million private investment in $312 million of senior unsecured convertible bonds and associated warrants, to close concurrently with the merger.
Continental General Insurance Company, together with its parent entities Continental Insurance Group, Ltd., Continental General Holdings LLC, and manager Michael Gorzynski, reports beneficial ownership of 725,139 Class A ordinary shares of Bleichroeder Acquisition Corp. II as of June 30, 2026. These shares represent approximately 2.5% of the company’s 28,750,000 Class A ordinary shares outstanding as of May 26, 2026. The shares are held directly by Continental General Insurance Company, with the other reporting persons deemed owners through their ownership and control relationships. The group has shared voting and dispositive power over the 725,139 shares and holds no sole voting or dispositive power. An additional 666,666 shares underlying warrants are excluded because they are not, and are not expected to be, exercisable within 60 days.
Adage Capital Management, L.P. and related reporting persons report a passive ownership position in Bleichroeder Acquisition Corp. II (Class A Ordinary Shares). Adage Capital Partners, L.P., for which Adage Capital Management, L.P. acts as investment manager, is reported as holding Class A Ordinary Shares of the company.
The reported position represents 3.72% of the Class A Ordinary Shares, based on 28,750,000 shares outstanding as of May 7, 2026, as stated in the company’s quarterly report for the period ended March 31, 2026. All voting and dispositive authority over the reported shares is described as shared among Adage Capital Management, L.P. and its principals, Robert Atchinson and Phillip Gross, who each report shared voting and shared dispositive power over the same block of 1,068,599 shares.
Bleichroeder Acquisition Corp. II reports that the U.S. SEC has declared effective its joint registration statement on Form F-4 with Pasqal Holding SAS for their proposed business combination. The Form F-4, originally filed May 26, 2026, includes Bleichroeder’s proxy statement and a prospectus for the French merger subsidiary.
Bleichroeder has set August 25, 2026 as the extraordinary general meeting date for shareholders to vote on the transaction, with August 4, 2026 as the record date. If completed, the combined company is expected to operate as Pasqal Holding SA and be listed on Nasdaq under the ticker PSQL, subject to shareholder approvals and other customary closing conditions. Extensive forward-looking and risk disclosures describe uncertainties around completing the deal, shareholder redemptions, regulatory approvals, financing, listing, and commercialization of Pasqal’s neutral-atom quantum computing technology.
Bleichroeder Acquisition Corp. II is asking shareholders to approve a business combination with Pasqal Holding SAS, a French quantum-technology company, via a two-step merger. First, Bleichroeder will merge into its French subsidiary in a Reincorporation Merger, then Pasqal will merge into the surviving entity, which will be renamed Pasqal Holding SA (“New Pasqal”).
The registration covers 238,333,333 ordinary shares, 17,333,333 warrants and 17,333,333 ordinary shares issuable upon warrant exercise. Pasqal’s pre-transaction equity valuation is $2.0 billion with an exchange ratio of 22.74 Legacy Pasqal shares per New Pasqal share value equivalent. Financing includes $312.5 million of senior unsecured convertible bonds subscribed for $250.0 million (20% original issue discount) plus warrants equal to 125% of the initial conversion shares at a $12.00 exercise price.
Assuming no redemptions, Legacy Pasqal shareholders are expected to own about 75.7%, public shareholders 10.9%, other Investors 9.9% and the Sponsor and affiliates 3.6% of New Pasqal. Public shareholders can redeem at an illustrative $10.17 per share (as of June 30, 2026), subject to a 15% cap per group without company consent. New Pasqal will seek Nasdaq listing under the symbols “PSQL” and “PSQLW”.
Bleichroeder Acquisition Corp. II (BBCQ), a Cayman Islands SPAC, is asking shareholders to approve a cross-border business combination with Pasqal Holding SAS through a two-step merger: a Cayman-to-France reincorporation into Bleichroeder Acquisition France Merger Sub 2, followed by a French merger creating “New Pasqal.” New Pasqal Ordinary Shares and warrants are intended to list on Nasdaq as “PSQL” and “PSQLW”, subject to approval. Financing includes a March 2026 private placement of $312.5 million principal of senior unsecured convertible bonds for a $250.0 million subscription, plus warrants at $12.00 per share. Pro forma ownership is expected to be about 75.7% Legacy Pasqal shareholders, 10.9% public SPAC shareholders, 9.9% new investors and 3.6% the sponsor and its affiliates, assuming no redemptions. Shareholders receive redemption rights, while multiple governance, incentive plan, share issuance and adjournment proposals must pass, and closing requires at least $150 million of accessible cash from the trust and financings.