Bleichroeder Acquisition Corp. II 8-K

What Happened
Bleichroeder Acquisition Corp. II announced it consummated its initial public offering on January 9, 2026. The company sold 28,750,000 units at $10.00 per unit (including 3,750,000 units from the underwriters’ full over‑allotment), producing gross IPO proceeds of $287,500,000. Each Unit consists of one Class A ordinary share and one‑third of a redeemable warrant (each whole warrant exercisable to buy one Class A share at $11.50). Simultaneously, the company completed a private sale of 7,750,000 warrants at $1.00 each (Private Placement Warrants), generating $7,750,000. A total of $287,500,000 (or $10.00 per Unit) was placed in a U.S.-based trust account maintained by Continental Stock Transfer & Trust Company. An audited balance sheet as of January 9, 2026 reflecting these proceeds is included as Exhibit 99.1 to the filing.

Key Details

• IPO size: 28,750,000 units sold at $10.00 per unit; gross IPO proceeds reported as $287,500,000.
• Over‑allotment: 3,750,000 units issued under the underwriters’ option.
• Private placement: 7,750,000 warrants sold at $1.00 each, generating $7,750,000.
• Warrants: each whole warrant allows purchase of one Class A share at $11.50; IPO net proceeds include an underwriter’s deferred discount of up to $12,250,000.

Why It Matters
For investors, this filing confirms the SPAC’s IPO is closed and cash from the offering has been placed in trust, which is the typical funding mechanism for pursuing a future business combination. The issued and privately placed warrants (and the underwriter/sponsor allocations) are important because they give certain parties future rights to buy shares at $11.50, which can affect the company’s capitalization and potential dilution when exercised. Retail investors should watch for upcoming announcements about the SPAC’s search for a target, shareholder redemption mechanics, and the timing of any proposed business combination.