Cartesian Growth II (REEUF) approves final merger deadline extension

Rhea-AI Filing Summary

Cartesian Growth Corporation II approved the twelfth one-month extension of the period in which it may complete an initial business combination, moving the deadline to November 5, 2025. This is the twelfth and final one-month extension allowed under its amended and restated memorandum and articles of association.

To fund this extension, the company drew $250,000 of “Extension Funds” under an unsecured promissory note with a principal amount of up to $2,400,000 dated November 6, 2024, in favor of CGC II Sponsor LLC. The sponsor or its affiliates or permitted designees will deposit these Extension Funds into the trust account established in connection with the company’s initial public offering.

8-K Event Classification

2 items: 2.03, 8.01

2 items

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement Financial

The company incurred a new significant debt or off-balance-sheet obligation.

Item 8.01 Other Events Other

Voluntary disclosure of events the company deems important to shareholders but not covered by other items.

Understanding 8-K Material Events →

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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): October 1, 2025

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:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Units, each consisting of one class A ordinary share and one-third of one Warrant		RENEU		The Nasdaq Stock Market LLC
Class A ordinary shares, par value $0.0001 per share		RENE		The Nasdaq Stock Market LLC
Warrants, each whole warrant exercisable for one Class A ordinary share at an exercise price of $11.50		RENEW		The Nasdaq Stock Market LLC

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 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement or a Registrant.

Item 8.01 of this Current Report on Form 8-K is incorporated by reference into this Item 2.03. 

Item 8.01. Other Events.

On October 1, 2025, Cartesian Growth Corporation II (the “Company”) approved the twelfth one-month extension of the time period during which it may consummate an initial business combination (such time period, the “Business Combination Period”). In connection with this extension of the Business Combination Period to November 5, 2025 (the “Extension”), the Company drew an aggregate of $250,000 (the “Extension Funds”) from the unsecured promissory note in the principal amount of up to $2,400,000, dated November 6, 2024 (the “Note”), by the Company in favor of CGC II Sponsor LLC (the “Sponsor”). As provided for in the Company’s amended and restated memorandum and articles of association (as amended, the “Articles”), the Sponsor (or its affiliates or permitted designees) will deposit the Extension Funds into the trust account that was established by the Company in connection with its initial public offering.

The Extension is the twelfth of twelve one-month extensions permitted under the Articles.

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: October 3, 2025

FAQ

What did Cartesian Growth Corporation II (REEUF) announce in this 8-K?

Cartesian Growth Corporation II approved the twelfth one-month extension of the period during which it may complete an initial business combination, extending the deadline to November 5, 2025.

How is Cartesian Growth Corporation II funding the latest extension?

The company drew $250,000 in Extension Funds from an unsecured promissory note with a principal amount of up to $2,400,000, dated November 6, 2024, in favor of CGC II Sponsor LLC.

Where will the $250,000 Extension Funds be held for Cartesian Growth Corporation II (REEUF)?

Under the company’s Articles, the sponsor or its affiliates or permitted designees will deposit the $250,000 Extension Funds into the trust account established in connection with the initial public offering.

Is this the final extension of the business combination period for Cartesian Growth Corporation II?

Yes. The filing states that this Extension is the twelfth of twelve one-month extensions permitted under the company’s amended and restated memorandum and articles of association.

What is the role of CGC II Sponsor LLC in this Cartesian Growth Corporation II (REEUF) extension?

CGC II Sponsor LLC is the holder of the unsecured promissory note of up to $2,400,000, from which the company drew $250,000 in Extension Funds that will be deposited into the trust account.

Which securities of Cartesian Growth Corporation II are listed on Nasdaq?

The company lists units (each consisting of one Class A ordinary share and one-third of one warrant) under the symbol RENEU, Class A ordinary shares under RENE, and warrants under RENEW on The Nasdaq Stock Market LLC.