Launch Two Acquisition Corp. director Thomas D. Hennessy filed an initial Form 3, which is a statement of beneficial ownership for insiders. This filing lists him as a director of LPBB but shows no reported transactions or holdings, serving as a baseline disclosure of his insider status.
Launch Two Acquisition Corp. agreed to merge with NuCube Energy, Inc. in an all‑stock business combination. NuCube shareholders will receive newly issued Launch Two common shares based on a $500,000,000 purchase price divided by a $10.82 reference price, allocated using an exchange ratio tied to fully diluted NuCube shares.
The agreement includes up to 12,575,000 additional earnout shares for NuCube stockholders if the post‑merger stock trades at or above $18.00 for 20 days within any 30‑day period during three years after closing. Closing requires at least $75,000,000 from the trust and transaction financings combined and multiple regulatory and shareholder approvals.
Launch Two will domesticate from Cayman to Delaware, NuCube will become a wholly owned subsidiary, and NuCube’s equity awards and warrants will roll into Launch Two awards. Related agreements cover shareholder support, sponsor support and forfeitures, lock‑ups, a non‑compete for NuCube’s CEO, and amended registration rights.
Launch Two Acquisition Corp. is entering a definitive business combination with NuCube Energy, Inc. that values NuCube at approximately $500 million in pre-money equity and implies a pro forma enterprise value of about $579 million. The advanced-nuclear company develops factory-built, solid-state microreactors using TRISO fuel and heat-pipe cooling to deliver firm, carbon‑free power and high‑temperature process heat for microgrids, industrial customers and data centers. The deal structure rolls 100% of existing NuCube equity, with NuCube holders expected to own around 73% of the combined company at closing. Transaction funding is expected to include up to roughly $125 million of gross proceeds from a $75 million PIPE and about $50 million of SPAC trust cash, assuming redemptions, leaving up to approximately $104 million of net cash and no debt on the balance sheet. First‑of‑a‑kind deployment of NuCube’s NuSun platform is targeted for 2029, supported by U.S. Department of Energy Launch Pad participation. Closing is targeted for the second half of 2026, subject to shareholder and regulatory approvals and other customary conditions.
Meteora Capital, LLC and Vik Mittal report beneficial ownership of Launch Two Acquisition Corp. Class A common stock totaling 1,401,110 shares, equal to 6.09% of the class. The filing states the shares are held with shared voting and shared dispositive power.
Signature on the amendment is dated 05/15/2026.
Launch Two Acquisition Corp., a SPAC focused on technology and software infrastructure targets, reported net income of $1,954,863 for the three months ended March 31, 2026, driven almost entirely by interest on its IPO trust investments.
General and administrative expenses were $194,528, while interest on cash and marketable securities held in the trust account totaled $2,149,376. The trust held $245,507,612, or $10.67 per public share, as of March 31, 2026, supporting 23,000,000 redeemable Class A ordinary shares.
Outside the trust, the company had cash of $140,717 and working capital of $8,820, highlighting limited funds to run the search process. Management discloses that the mandatory liquidation deadline of October 9, 2026 and current liquidity raise substantial doubt about the company’s ability to continue as a going concern if no business combination is completed.
Meteora Capital, LLC and its managing member Vik Mittal report beneficial ownership of 1,597,699 shares of Launch Two Acquisition Corp. Class A common stock, representing 6.9465% of the class as of 12/31/2025.
The shares are held by funds and managed accounts for which Meteora Capital serves as investment manager, giving the reporting persons shared power to vote and dispose of these shares, and no sole power. They state the position is held in the ordinary course of business and not for the purpose of changing or influencing control of the company.
Barclays PLC has filed a Schedule 13G reporting beneficial ownership of shares in Launch Two Acquisition – Class A common stock. Barclays reports owning 1,158,089 common shares, representing 5.03% of the class as of the event date 12/31/2025.
Barclays has sole power to vote and dispose of all 1,158,089 shares and no shared voting or dispositive power. The filing identifies Barclays Bank PLC as the relevant subsidiary. Barclays certifies the position was acquired and is held in the ordinary course of business and not for the purpose of changing or influencing control of the issuer.
The Bank of Nova Scotia has filed an amended Schedule 13G reporting its beneficial ownership of Class A ordinary shares of Launch Two Acquisition Corp. The filing shows that the bank beneficially owns 31,400 Class A shares, representing 0.14% of this class. All of these shares are reported with sole voting and sole dispositive power, with no shared power reported.
The Bank of Nova Scotia makes this filing in its capacity as a parent holding company under the applicable beneficial ownership rules and confirms that it holds 5 percent or less of the class. The filing also includes a certification that the foreign regulatory scheme applicable to The Bank of Nova Scotia is substantially comparable to that of functionally equivalent U.S. institutions.
Meteora Capital, LLC reports beneficial ownership of 1,277,276 Class A ordinary shares of Launch Two Acquisition Corp., representing 5.55% of the outstanding class. The shares are held by funds and managed accounts for which Meteora serves as investment manager, and Vik Mittal is named as the Managing Member associated with the holdings.
All reported shares are listed with shared voting and shared dispositive power and no sole voting or dispositive power. The filing classifies Meteora as an investment adviser and includes a certification that the securities are held in the ordinary course of business and not for the purpose of changing or influencing control.
Linden Capital L.P., Linden GP LLC, Linden Advisors LP and Siu Min (Joe) Wong report beneficial ownership of 1,296,800 Class A ordinary shares of Launch Two Acquisition Corp., equal to approximately 5.6% of the 23,000,000 shares outstanding disclosed by the issuer. The shares are held for the account of Linden Capital and the filing states each reporting person has shared voting and dispositive power for all 1,296,800 shares and no sole voting or dispositive power.
The filing identifies each reporting person and their jurisdictions—Linden Capital (Bermuda), Linden GP and Linden Advisors (Delaware), and Mr. Wong (Hong Kong/United States)—and states the holdings were not acquired to change control of the issuer, other than activities solely in connection with a nomination under the applicable rule.