Cartesian Growth Corporation II filings document the regulatory record of a Cayman Islands SPAC and emerging growth company. Its reports cover material definitive agreements, direct financial obligations, sponsor promissory notes, charter amendments, shareholder voting matters, and the unit structure that includes Class A ordinary shares and warrants.
The company’s proxy and 8-K disclosures describe governance actions, extraordinary general meeting proposals, amendments to its memorandum and articles of association, and financing arrangements related to its initial business-combination process or winding-up mechanics. The filings also record public-security terms, sponsor relationships, risk-factor categories, and other material-event disclosures relevant to the issuer’s capital structure and corporate status.
Cartesian Growth Corporation II reports unaudited results for the quarter ended March 31, 2026, as it continues to search for a business combination. Total assets were $38.4 million, including $38.1 million held in its trust account, and cash outside the trust was $105,287, reflecting tight liquidity.
The company recorded net income of $3.1 million, mainly from a $3.1 million non‑cash gain on warrant liabilities and $230,601 of interest on the trust, while general and administrative costs were $242,432. Class A ordinary shares subject to possible redemption totaled 3,076,094 at a redemption value of about $12.40 per share.
Management discloses substantial doubt about the company’s ability to continue as a going concern, given a working capital deficit of about $5.6 million and an August 5, 2026 deadline to complete a deal. The company has relied on multiple sponsor-backed promissory notes and extension payments, and its securities were delisted from Nasdaq in 2025 and are now quoted on the over‑the‑counter market.
CARTESIAN GROWTH CORPORATION ownership disclosure: W. R. Berkley Corporation amended a Schedule 13G to report 438,546 Class A Ordinary Shares, representing 5.0% of the class. The filing lists shared voting and disposition power over these shares and identifies Berkley Insurance Company in the ownership structure.
Cartesian Growth Corporation II issued an unsecured promissory note for $250,000 to its sponsor, CGC II Sponsor LLC. The note bears no interest and is due on the earlier of completing the company’s initial business combination or the start of its winding up.
If a business combination occurs, the sponsor may convert some or all of the principal into Working Capital Warrants at $1.00 per warrant, with terms matching the company’s private placement warrants from its IPO. The note was issued under a private-offering exemption in Section 4(a)(2) of the Securities Act of 1933.
Cartesian Growth Corporation is a Cayman Islands-based blank check company formed to complete an initial business combination. It raised $230 million in its May 2022 IPO of 23,000,000 units and placed $236.9 million into a trust account.
Shareholders have repeatedly extended the deadline to complete a deal, now pushed to August 5, 2026, and have redeemed large blocks of shares. Redemptions tied to three charter extensions totaled over $228 million, reducing the trust balance to about $37.8 million.
On May 6, 2025, Nasdaq determined the company no longer complied with SPAC listing Rule IM-5101-2 after it failed to complete a business combination within 36 months. Its securities were delisted and now trade on the OTC Pink Limited Market. As of March 31, 2026, 8,826,092 Class A ordinary shares and two Class B ordinary shares were outstanding. The company highlights extensive risks typical of SPACs, including deal uncertainty, heavy redemption risk, possible need for additional financing and the prospect of liquidation if no transaction is completed by the Extended Date.
MMCAP International Inc. SPC and Asset Management Inc. report a 9.1% beneficial ownership stake in Cartesian Growth Corporation II’s Class A ordinary shares. They jointly hold 800,000 shares with shared voting and dispositive power and no sole authority over any shares.
The firms certify the holdings were not acquired to change or influence control of the company and are not part of any control-related transaction. This amended Schedule 13G reflects their status as passive investors in Cartesian Growth Corporation II as of December 31, 2025.
Mizuho Financial Group, Inc. has filed an amended Schedule 13G reporting beneficial ownership of 159,400 Cartesian Growth Corporation II common shares, representing 1.2% of the class as of December 31, 2025. Mizuho has sole voting and sole dispositive power over all reported shares.
The filing notes that Mizuho Financial Group, Mizuho Bank, Ltd. and Mizuho Americas LLC may be deemed indirect beneficial owners of equity securities directly held by their wholly owned subsidiary, Mizuho Securities USA LLC. The holding is below 5% of the outstanding class and is certified as being held in the ordinary course of business, not for the purpose of changing or influencing control of the issuer.
Cartesian Growth Corporation II disclosed that on December 29, 2025 it issued an unsecured promissory note for $200,000 to its sponsor, CGC II Sponsor LLC. The note bears no interest and becomes payable on the earlier of completing the company’s initial business combination or the effective date of its winding up.
If a business combination is completed, the sponsor may choose on the maturity date to convert some or all of the principal into working capital warrants at $1.00 per warrant, rounded up to the nearest whole warrant. These warrants would have the same terms and transfer restrictions as the private placement warrants issued in the company’s IPO. The note includes customary default provisions and was issued under a private offering exemption.
Cartesian Growth Corporation II entered into a new unsecured borrowing arrangement with its sponsor. On November 19, 2025, the company issued a promissory note for $250,000 to CGC II Sponsor LLC. The note bears no interest, and the principal becomes due on the earlier of completing the company’s initial business combination or the effective date of its winding up.
If the company completes its initial business combination, the sponsor may choose on the maturity date to convert some or all of the outstanding principal into working capital warrants at a rate of one warrant for each $1.00 of principal, rounded up to the nearest whole warrant. These warrants would have the same terms as the private placement warrants issued at the company’s IPO, including transfer restrictions. The note includes customary default provisions that can make the entire unpaid principal immediately due and payable.
Cartesian Growth Corporation II (REEUF) filed its quarterly report. The SPAC reported cash and marketable securities in its Trust Account of $88,478,622 as of September 30, 2025, with cash of $44,123 outside the trust and a working capital deficit of $5,298,431. Net income was $338,160 for the quarter and $745,793 year-to-date, driven primarily by interest income on trust assets.
Shareholders redeemed 8,620,849 Class A shares for approximately $99,613,642 at $11.55 per share in connection with the November 2024 charter extension, leaving $83,770,196.61 in the Trust at that time. The company extended its combination deadline monthly to November 10, 2025 via sponsor-funded promissory notes, including $2.4 million available under a Second Extension Note, with $1.5 million of $250,000 monthly payments approved from May to October 2025.
Management disclosed “substantial doubt” about the company’s ability to continue as a going concern due to liquidity and the looming deadline. On July 15, 2025, its securities were delisted from Nasdaq and are now quoted on the OTC Pink. As of November 13, 2025, there were 8,826,092 Class A shares and two Class B shares outstanding.
MMCAP International Inc. SPC and MM Asset Management Inc. filed a Schedule 13G reporting passive beneficial ownership of 800,000 Class A Ordinary Shares of Cartesian Growth Corporation II, representing 6.2% of the class.
The reporting persons have shared voting and dispositive power over 800,000 shares and no sole voting or dispositive power. The stated percentage is based on 12,999,710 shares outstanding as of August 6, 2025. The date of event requiring this filing is November 4, 2025. They certified the holdings were not acquired to change or influence control of the issuer.