Plutonian Acquisition (PLUN) details IPO over-allotment and trust funding

Rhea-AI Filing Summary

Plutonian Acquisition Corp II provides an unaudited pro forma balance sheet showing the impact of its IPO over-allotment closing and related private placements as of May 5, 2026. The company’s initial public offering of 10,000,000 units at $10.00 per unit generated gross proceeds of $100,000,000.

Underwriters partially exercised their over-allotment option for 750,000 additional units at $10.00 per unit, adding $7,500,000, while the sponsor bought 210,000 private placement units for $2,100,000 and a further 7,800 units for $78,000. In total, $108,037,500, or $10.05 per unit, from the IPO, over-allotment units, and private placements was placed in a trust account, with related adjustments to deferred offering costs, additional paid-in capital, and ordinary shares, including Class A shares subject to possible redemption and Class B founder shares forfeiture.

Key Figures

IPO proceeds: $100,000,000 Over-allotment proceeds: $7,500,000 Initial private placement: $2,100,000 +5 more

8 metrics

IPO proceeds $100,000,000 10,000,000 units at $10.00 per Unit on April 29, 2026

Over-allotment proceeds $7,500,000 750,000 Option Units at $10.00 per Unit closed May 5, 2026

Initial private placement $2,100,000 Sponsor purchase of 210,000 Private Placement Units at $10.00

Additional private placement $78,000 Sponsor purchase of 7,800 Private Placement Units at $10.00

Trust account funding $108,037,500 Net proceeds from IPO, Option Units and Private Placements at $10.05 per Unit

Pro forma total assets $108,667,170 Unaudited pro forma balance sheet as of May 5, 2026

Redeemable Class A shares 10,750,000 shares Class A ordinary shares subject to possible redemption, as adjusted

Interest earned in trust $57,914 Interest earned in investments held in Trust Account, reclassified to temporary equity

Key Terms

over-allotment option, Private Placement Units, Class A ordinary shares subject to possible redemption, Additional paid-in capital, +1 more

5 terms

over-allotment option financial

"the underwriters’ partial exercise of the over-allotment option and related transactions which occurred on May 5, 2026"

An over-allotment option is a special agreement that allows underwriters to sell more shares than initially planned if demand is high. Think of it like a retailer offering extra units of a popular product to meet additional customer interest. This option helps ensure the full sale is completed and can also give investors extra shares if they want more.

Private Placement Units financial

"purchased 210,000 units (the “Private Placement Units”) at a price of $10.00 per Private Placement Unit"

Class A ordinary shares subject to possible redemption financial

"Class A ordinary shares subject to possible redemption, $0.0001 par value, 480,000,000 shares authorized"

Additional paid-in capital financial

"Additional paid-in capital | | | 525,889 | | | | 37,499.60 | (c)"

Amount of money shareholders have paid to a company for shares that is above the stock’s nominal or par value; think of it as the extra premium paid when a group buys a ticket that has a low listed price. It matters to investors because it represents permanent capital on the balance sheet that can cushion losses, affect book value per share and indicate how much fresh cash equity holders have contributed beyond the minimum share value.

Deferred offering costs financial

"Deferred offering costs | | | - | | | | 40,500 | (e)"

Understanding 8-K Material Events →

EXHIBIT 99.1

INDEX TO UNAUDITED PRO FORMA FINANCIAL STATEMENT

Unaudited Pro Forma Balance Sheet as of May 5, 2026		F-2
Notes to Unaudited Pro Forma Financial Statement		F-3

F-1

Table of Contents

PLUTONIAN ACQUISITION CORP II

UNAUDITED PRO FORMA BALANCE SHEET

May 5, 2026

		April 29, 2026				Pro Forma Adjustments				As Adjusted
						(Unaudited)				(Unaudited)
Assets
Current Assets
Cash		$	7,647			$	559,039	(a)		$	566,756
							70	(g)
Prepaid expenses			5,000				-				5,000
Due from related party			559,039				(559,039	)(a)			-
Total Current Assets			571,686				70				571,756
Cash and investments held in Trust Account			100,500,000				7,500,000	(b)			108,095,414
							37,500	(c)
							57,914	(f)
Deferred offering costs			-				40,500	(e)			-
							36,562	(i)
							(77,062	)(j)
Total Assets		$	101,071,686			$	7,595,483			$	108,667,170
Liabilities, Ordinary Shares Subject to Redemption and Shareholders’ Equity
Current Liabilities
Accounts payable and accrued expenses		$	35,555			$	2,000	(g)		$	37,555
Over-allotment option liability			135,060				(135,060	)(h)			-
Total Current Liabilities			170,615				(133,060	)			37,555
Total Liabilities			170,615				(133,060	)			37,555
Commitments and Contingencies (Note 6)
Class A ordinary shares subject to possible redemption, $0.0001 par value, 480,000,000 shares authorized, 10,000,000 shares and 10,750,000 shares at redemption value of $10.05 per share, as actual and adjusted, respectively			100,500,000				7,500,000	(b)			108,095,414
							37,500	(d)
							57,914	(f)
Shareholders’ Equity:
Preferred shares, $0.0001 par value, 10,000,000 shares authorized, none issued and outstanding			-				-				-
Class A ordinary shares, $0.0001 par value, 602,500 shares and 633,737 shares issued and outstanding (excluding 10,000,000 shares and 10,750,000 shares subject to possible redemption) as actual and adjusted, respectively			60				0.40	(c)			63
							0.40	(e)
							2	(i)
Class B ordinary shares, $0.0001 par value, 10,000,000 shares authorized, 2,875,000 shares and 2,687,500 shares issued and outstanding(1) (excluding 10,000,000 shares and 10,750,000 shares subject to possible redemption) as actual and adjusted, respectively			287				(19	)(k)			268
Additional paid-in capital			525,889				37,499.60	(c)			603,051
							(37,500	)(d)
							(57,914	)(f)
							40,499.60	(e)
							135,060	(h)
							36,560	(i)
							(77,062	)(j)
							19	(k)
Accumulated deficit			(125,165	)			57,914	(f)			(69,182	)
							(2,000	)(g)
							70	(g)
Total Shareholders’ Equity			401,071				133,130				534,201
Total Liabilities, Ordinary Shares Subject to Redemption and Shareholders’ Equity		$	101,071,686			$	7,595,483			$	108,667,170

(1) On May 4, 2026, the Company entered into a Side Letter Agreement waiving any right to exercise the remaining 750,000 over-allotment units. As a result, no class B ordinary shares were subject to forfeiture.

The accompany notes are an integral part of the unaudited pro forma financial statement.

F-2

Table of Contents

PLUTONIAN ACQUISITION CORP II

NOTES TO UNAUDITED PRO FORMA FINANCIAL STATEMENT

Note 1 — Closing of Over-allotment Option and Additional Private Placement Units

The accompanying unaudited Pro Forma Balance Sheet presents the Balance Sheet of Plutonian Acquisition Corp II (the “Company”) as of April 29, 2026, adjusted for the closing of the underwriters’ partial exercise of the over-allotment option and related transactions which occurred on May 5, 2026 as described below.

On April 29, 2026, the Company consummated its initial public offering (“IPO”) of 10,000,000 units (the “Units” and, with respect to the ordinary shares included in the Units being offered, the “Public Shares”) at an offering price of $10.00 per Unit generating gross proceeds of $100,000,000. Simultaneously with the closing of the IPO, the Company consummated a private placement (the “Private Placement”) in which Plutonian Capital II LLC (the “Sponsor”), purchased 210,000 units (the “Private Placement Units”) at a price of $10.00 per Private Placement Unit, generating total gross proceeds of $2,100,000.

The Company granted the underwriters a 45-day option to purchase up to an additional 1,500,000 Units (the “Option Units”) at $10.00 per unit to cover over-allotments, if any. On April 29, 2026, the underwriters notified the Company of their partial exercise of the over-allotment option to purchase 750,000 additional units (the “Option Units”) at $10.00 per unit. The closing of the issuance and sale of the Option Units occurred on May 5, 2026, generating total gross proceeds of $7,500,000. Simultaneously with the closing of the over-allotment option, the Company consummated the private placement of an aggregate of 7,800 Private Placement Units to the Sponsor, at a price of $10.00 per Private Placement Unit, generating gross proceeds of $78,000.

A total of $108,037,500 ($10.05 per Unit) of the net proceeds from the sales of Units in the IPO, the Option Units and the Private Placements on April 29, 2026 and May 5, 2026, were placed in a trust account with Continental Stock Transfer& Trust acting as trustee.

F-3

Table of Contents

Pro forma adjustments to reflect the sales of the Option Units and additional Private Placement Units described above are as follows:

Pro Forma Entries				Debit				Credit
(a)		Cash		$	559,039
		Due from related party						$	559,039
		To record the deposit of Net proceeds from sale of Private Placement Units to sponsor IPO proceeds from the sponsor
(b)		Cash and investments held in Trust Account		$	7,500,000
		Class A ordinary share subject to possible redemption						$	7,500,000
		To record the sale of 750,000 Option Units at $10.00 per Unit
(c)		Cash and investments held in Trust Account		$	37,500
		Class A ordinary shares (not redeemable)						$	0.40
		Additional paid-in capital						$	37,499.60
		To record the sale of 3,750 Private Placement Units at $10.00 per Unit
(d)		Additional paid-in capital		$	37,500
		Ordinary share subject to possible redemption						$	37,500
		Sponsor contribution of $0.05 per unit on 750,000 units (trust overfunding) -reclass to temporary equity
(e)		Deferred offering costs		$	40,500
		Class A ordinary shares (not redeemable)						$	0.40
		Additional paid-in capital						$	40,499.60
		To record the sale of 4,050 Private Placement Units at $10.00 per Unit to pay underwriting commission (0.54% of sale of Option Units proceeds)
(f)		Cash and investments held in Trust Account		$	57,914
		Interest earned in investments held in Trust Account						$	57,914
		Additional paid-in capital		$	57,914
		Ordinary share subject to possible redemption						$	57,914
		To record interest earned in Trust Account and to reclass interest income to temporary equity
(g)		Cash		$	70
		Interest income - bank						$	70
		Administrative service expense			2,000
		Accounts payable and accrued expenses						$	2,000
		To record bank interest income and accrued expenses
(h)		Over-allotment liability		$	135,060
		Additional paid-in capital						$	135,060
		To reverse over-allotment option liability
(i)		Deferred offering costs		$	36,562
		Class A ordinary shares (not redeemable)						$	2
		Additional paid-in capital							36,560
		To record issuance of 23,437 representative shares to underwriter at an estimated fair value
(j)		Additional paid-in capital		$	77,062
		Deferred offering costs						$	77,062
		To record the charge of deferred offering costs to APIC
(k)		Class B ordinary shares		$	19
		Additional paid-in capital						$	19
		To record forfeiture of 187,500 Class B ordinary shares per the Side Letter Agreement

F-4

FAQ

What transaction does Plutonian Acquisition Corp II (PLUN) describe in this pro forma balance sheet?

The filing describes an unaudited pro forma balance sheet reflecting Plutonian Acquisition Corp II’s IPO, partial over-allotment exercise, and related private placements, including associated cash movements, trust funding, and equity adjustments to ordinary shares, additional paid-in capital, and deferred offering costs as of early May 2026.

How many IPO and over-allotment units did Plutonian Acquisition Corp II (PLUN) sell?

Plutonian Acquisition Corp II sold 10,000,000 IPO units at $10.00 each and an additional 750,000 over-allotment units at $10.00 each. These transactions together generated $107,500,000 of gross proceeds before considering private placements and associated offering costs and trust funding adjustments.

What is the size of the Plutonian Acquisition Corp II (PLUN) trust account after these transactions?

After the IPO, over-allotment, and private placements, Plutonian Acquisition Corp II placed a total of $108,037,500, or $10.05 per unit, into a trust account. This balance reflects net proceeds from unit sales before subsequent interest earnings and pro forma interest-related reclassifications shown in the adjustments.

How much did the Plutonian Acquisition Corp II (PLUN) sponsor invest through Private Placement Units?

The sponsor purchased 210,000 Private Placement Units at $10.00 each for $2,100,000 at IPO closing and an additional 7,800 Private Placement Units at $10.00 each for $78,000 at the over-allotment closing, providing total private placement proceeds of $2,178,000 alongside the public unit sales.

What are Plutonian Acquisition Corp II (PLUN) Class A ordinary shares subject to possible redemption?

Class A ordinary shares subject to possible redemption are public shares that investors can redeem for cash held in the trust account. The filing shows 10,000,000 such shares initially and 10,750,000 on an adjusted basis, each associated with a redemption value of $10.05 per share.

How did the Plutonian Acquisition Corp II (PLUN) over-allotment option affect shareholders’ equity?

The partial over-allotment exercise led to additional units sold, sponsor contributions, and private placements, driving entries that increased additional paid-in capital, recognized deferred offering costs, reversed an over-allotment option liability, and adjusted Class A and Class B ordinary share balances, including a forfeiture of 187,500 Class B shares.

Filing Exhibits & Attachments

6 documents

Press Releases

• EX-99.1 AUDITED BALANCE SHEET 143.1 KB

Other Documents

• EX-101 XBRL TAXONOMY EXTENSION SCHEMA 5.6 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE 16.3 KB
• EX-101 XBRL TAXONOMY EXTENSION CALCULATION LINKBASE 898 B
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE 11.8 KB
• EX-101 XBRL TAXONOMY EXTENSION DEFINITION LINKBASE 6.1 KB