STOCK TITAN

Cartesian Growth Corporation (REEUF) extends SPAC deadline and sees $32.5M redemptions

(High)
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Cartesian Growth Corporation obtained shareholder approval on July 30, 2026 to amend its Charter and extend the SPAC’s Termination Date for completing its initial business combination from August 5, 2026 to August 5, 2027. This extension became effective upon shareholder approval at the extraordinary general meeting.

On the July 6, 2026 record date, 8,826,094 ordinary shares were entitled to vote, with approximately 89.177% represented at the meeting. The Extension Proposal passed with 7,870,808 votes for, and no votes against or abstentions. In connection with the extension, holders of 2,601,058 Class A Ordinary Shares redeemed their shares for cash at approximately $12.50 per share, for an aggregate of $32.5 million, leaving $5.9 million in the Trust Account.

Positive

  • None.

Negative

  • 2,601,058 Class A shares were redeemed for an aggregate $32.5 million, leaving only $5.9 million in the Trust Account, materially reducing cash available for a potential business combination.

Insights

Analyzing...

Item 1.01 Entry into a Material Definitive Agreement Business
The company signed a significant contract such as a merger agreement, credit facility, or major partnership.
Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year Governance
The company amended its charter documents, bylaws, or changed its fiscal year.
Item 5.07 Submission of Matters to a Vote of Security Holders Governance
Results of a shareholder vote on proposals at an annual or special meeting.
Item 8.01 Other Events Other
Voluntary disclosure of events the company deems important to shareholders but not covered by other items.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Extended Termination Date August 5, 2027 New deadline to complete initial business combination after Charter amendment
Shares entitled to vote 8,826,094 ordinary shares Issued and outstanding shares entitled to vote as of July 6, 2026 record date
Meeting participation 89.177% Approximate percentage of shares represented in person or by proxy at the Extraordinary Meeting
Votes For Extension Proposal 7,870,808 Votes cast in favor of extending the Termination Date; no votes against or abstentions
Class A shares redeemed 2,601,058 shares Class A Ordinary Shares redeemed in connection with approval of the extension
Redemption price per share $12.50 per share Approximate cash paid per redeemed Class A Ordinary Share
Aggregate redemption amount $32.5 million Total cash paid to redeem 2,601,058 Class A Ordinary Shares
Trust Account balance after redemptions $5.9 million Amount remaining in the Trust Account following payment of redemption requests
Termination Date regulatory
"The amendment extended the Termination Date from August 5, 2026 to August 5, 2027"
Termination date is the specific calendar day when a contract, agreement, option or other legal arrangement stops being in effect and any remaining rights or obligations expire. For investors it matters because that date sets deadlines for exercising rights, receiving payments, closing positions or avoiding penalties—similar to the day a lease or warranty ends, after which parties no longer have the same protections or claims.
initial business combination financial
"the date by which the Company must (1) effect a merger ... initial business combination"
An initial business combination is the deal in which a special-purpose acquisition company (SPAC) merges with or acquires an operating business to bring that business onto public markets. Think of the SPAC as an empty shell that raises money from investors, then uses that cash to buy a private company—this transaction turns the private company into a public one and often changes its ownership, valuation, and access to capital, so investors should watch for shifts in risk, future growth prospects, and shareholder rights.
Extraordinary general meeting regulatory
"the Company held an extraordinary general meeting of shareholders"
Class A ordinary shares financial
"redeem all of the Class A ordinary shares, par value $0.0001 per share"
Class A ordinary shares are a type of ownership stake in a company that typically grants voting rights to shareholders, allowing them to have a say in important company decisions. They often come with priority in receiving dividends or profits, making them attractive to investors seeking influence and potential income. These shares help distinguish different levels of ownership and rights within a company's stock structure.
Trust Account financial
"for an aggregate redemption amount of $32.5 million, leaving $5.9 million in the Trust Account"
A trust account is a special bank or brokerage account where assets are held and managed by a designated person or firm (the trustee) for the benefit of another person or group (the beneficiary). It matters to investors because it separates assets from personal or corporate funds, can protect assets, control how and when money is used, and may affect tax or legal rights—think of it as a locked drawer opened only under agreed rules.

AI-generated analysis. How Rhea-AI works. Not financial advice.

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google
Add on Google
Learn about SEC filing dates

FAQ

What Charter change did Cartesian Growth (REEUF) shareholders approve?

Shareholders approved amending the Charter to extend the SPAC’s Termination Date for completing its initial business combination from August 5, 2026 to August 5, 2027, effective upon approval at the extraordinary general meeting.

How many Cartesian Growth (REEUF) shares were eligible to vote on the extension?

As of the July 6, 2026 record date, 8,826,094 ordinary shares (including 8,826,092 Class A and 2 Class B shares) were issued, outstanding, and entitled to vote at the extraordinary general meeting.

What were the voting results for Cartesian Growth (REEUF)’s Extension Proposal?

The Extension Proposal received 7,870,808 votes for, with 0 votes against, 0 abstentions, and 0 broker non‑votes, with approximately 89.177% of eligible shares represented in person or by proxy.

How many Cartesian Growth (REEUF) shares were redeemed in connection with the extension?

Holders of 2,601,058 Class A Ordinary Shares exercised redemption rights, receiving approximately $12.50 in cash per share, for an aggregate redemption amount of $32.5 million tied to the extension approval.

How much remains in Cartesian Growth (REEUF)’s Trust Account after redemptions?

After paying approximately $32.5 million to redeem 2,601,058 Class A shares, Cartesian Growth reported that about $5.9 million remains in its Trust Account available in connection with a future business combination.

What business timeline does Cartesian Growth (REEUF) now have for its initial business combination?

Following shareholder approval of the Charter amendment, Cartesian Growth now has until August 5, 2027 to complete its initial business combination before it must cease operations and redeem remaining public Class A shares.
false --12-31 0001889112 00-0000000 0001889112 2026-07-30 2026-07-30 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

 

FORM 8-K

 

 

 

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

 

Date of report (Date of earliest event reported): July 30, 2026

 

 

 

Cartesian Growth Corporation II

(Exact name of registrant as specified in its charter)

 

 

 

Cayman Islands 001-41378 N/A
(State or other jurisdiction
of incorporation)
(Commission File Number) (I.R.S. Employer
Identification No.)

 

505 Fifth Avenue, 15th Floor

New York, New York

10017
(Address of principal executive offices) (Zip Code)

 

(212) 461-6363

(Registrant’s telephone number, including area code)

 

Not Applicable

(Former name or former address, if changed since last report)

 

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act: None.

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company x

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

 

 

 

 

 

 

Item 1.01. Entry into a Material Definitive Agreement.

 

The information provided in Item 5.03 of this Current Report on Form 8-K is also incorporated by reference into this Item 1.01.

  

Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

 

On July 30, 2026, the Company’s shareholders approved an amendment to the Company’s Amended and Restated Memorandum and Articles of Association (as amended, the “Charter”), which became effective solely upon the approval by the Company’s shareholders thereof. The amendment extended the Termination Date from August 5, 2026 to August 5, 2027. The information disclosed in Item 5.07 of this Current Report on Form 8-K is incorporated by reference into this Item 5.03 to the extent required herein.

 

The foregoing description of the amendment to the Charter does not purport to be complete and is qualified in its entirety by reference to the full text of the amendment, a copy of which is filed as Exhibit 3.1 to this Current Report on Form 8-K and is incorporated herein by reference.

 

Item 5.07. Submission of Matters to a Vote of Security Holders.

 

On July 30, 2026, the Company held an extraordinary general meeting of shareholders (the “Extraordinary Meeting”). On July 6, 2026, the record date for the Extraordinary Meeting, there were 8,826,094 ordinary shares issued and outstanding entitled to be voted at the Extraordinary Meeting (consisting of 8,826,092 shares of Class A ordinary shares and two shares of Class B ordinary shares of the Company), approximately 89.177% of which were represented in person or by proxy at the Extraordinary Meeting.

 

The final results for the matter submitted to a vote of the Company’s shareholders at the Extraordinary Meeting are as follows:

 

1. The Extension Proposal

 

The shareholders approved the proposal to amend the Company’s Charter to extend the date by which the Company must (1) effect a merger, share exchange, asset acquisition, share purchase, or reorganization or engaging in any other similar business combination with one or more businesses or entities, which the Company refers to as its initial business combination, (2) cease its operations except for the purpose of winding up if it fails to complete such initial business combination, and (3) redeem all of the Class A ordinary shares, par value $0.0001 per share, of the Company (“Class A Ordinary Shares”), included as part of the units sold in the Company’s initial public offering that was consummated on May 10, 2022, if it fails to complete such initial business combination, from August 5, 2026 (the “Current Termination Date”) to August 5, 2027 (such date, the “Extended Date” and such proposal, the “Extension Proposal”). The voting results were as follows:

 

FOR   AGAINST   ABSTAIN   BROKER NON-VOTES
7,870,808   0   0   0

 

A copy of the Extension Proposal is attached to this Current Report on Form 8-K as Exhibit 3.1 and incorporated herein by reference.

  

Item 8.01. Other Events.

 

In connection with the votes to approve the Extension, the holders of 2,601,058 shares of Class A Ordinary Shares of the Company properly exercised their right to redeem their shares for cash at a redemption price of approximately $12.50 per share, for an aggregate redemption amount of $32.5 million, leaving $5.9 million in the Trust Account.

 

Item 9.01. Financial Statements and Exhibits

 

(c) Exhibits:

 

Exhibit
No.
  Description
   
3.1   Amendment to the Amended and Restated Memorandum and Articles of Association
     
104   Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

 

 

 

SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

CARTESIAN GROWTH CORPORATION II

 

By: /s/ Peter Yu  
Name: Peter Yu  
Title: Chief Executive Officer  

 

Date: August 4, 2026

 

 

Filing Exhibits & Attachments

4 documents