Cartesian Growth Corporation II announced it entered into a non-binding Letter of Framework with PLXSUR Limited outlining terms for a potential business combination. The framework memorializes progress and shared objectives but does not obligate either party to proceed.
The company states there is no guarantee it will enter a definitive agreement with PLXSUR or close a transaction by its termination date, which may be extended. Any transaction would require board and stakeholder approvals for both entities, regulatory approvals, and other customary closing conditions.
The company filed a preliminary proxy statement on October 8, 2025, related to its extraordinary general meeting of shareholders, and urges investors to review it and future definitive materials when available.
Cartesian Growth Corp II is soliciting votes at an extraordinary general meeting to consider extending the period to complete an initial business combination and related proposals. The proxy describes shareholder redemption rights if a business combination is not completed by the termination date (or any Extended Termination Date), including a cash redemption per public share from the Trust Account and winding-up procedures. The filing discloses beneficial ownership: CGC II Sponsor LLC and related parties hold 44.2% (5,749,998) of shares, while other named holders include one with 14.9% (1,943,116), another with 9.5% (1,231,705), and one with 8.3% (1,080,913). Schedules 13G filings by Meteora Capital, Mizuho, and W. R. Berkley are referenced. The document lists common SPAC risks: redemptions by public shareholders, financing needs, sponsor and director conflicts of interest, supply-chain and market volatility, and increased public-company expenses.
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.