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BLEICHROEDER ACQUISITION C SEC Filings

BBCQU NASDAQ

Bleichroeder Acquisition Corp. II filings document a Cayman Islands blank-check issuer, its public securities and its SPAC governance record. The company’s 8-K reports cover material events such as IPO-related security structure, Class A ordinary shares, redeemable warrants, Nasdaq-listed securities, emerging growth company status and board or management changes.

Regulatory disclosures for BBCQU also address capital-structure matters, material agreements, shareholder voting mechanics and other SPAC-specific topics, including redemption and business-combination disclosure categories. The filings frame the company as a public acquisition vehicle rather than an operating business with established products or revenue-generating segments.

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Bleichroeder Acquisition Corp. II ownership disclosure: Alyeska Investment Group, L.P.; Alyeska Fund GP, LLC; and Anand Parekh report beneficial ownership of 1,591,890 Class A ordinary shares, representing 5.54% of the class.

The position comprises 1,000,000 shares of Class A Common Stock and 591,890 shares issuable upon exercise of warrants. Shares outstanding were 28,750,000 as of March 16, 2026.

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Bleichroeder Acquisition Corp. II ownership disclosure: Alyeska Investment Group, L.P.; Alyeska Fund GP, LLC; and Anand Parekh report beneficial ownership of 1,591,890 Class A ordinary shares, representing 5.54% of the class.

The position comprises 1,000,000 shares of Class A Common Stock and 591,890 shares issuable upon exercise of warrants. Shares outstanding were 28,750,000 as of March 16, 2026.

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Bleichroeder Acquisition Corp II ownership disclosure: the LMR Investment Managers and associated persons report beneficial ownership of 1,600,000 Class A ordinary shares representing 5.6% of the outstanding Class A Ordinary Shares as of March 31, 2026. The holdings are directly held by LMR Multi-Strategy Master Fund Limited and LMR CCSA Master Fund Ltd, each holding 800,000 shares. The filing also states each fund holds 266,666 warrants exercisable at $11.50 per share, exercisable 30 days after the issuer's initial business combination and expiring five years after that event.

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Bleichroeder Acquisition Corp II ownership disclosure: the LMR Investment Managers and associated persons report beneficial ownership of 1,600,000 Class A ordinary shares representing 5.6% of the outstanding Class A Ordinary Shares as of March 31, 2026. The holdings are directly held by LMR Multi-Strategy Master Fund Limited and LMR CCSA Master Fund Ltd, each holding 800,000 shares. The filing also states each fund holds 266,666 warrants exercisable at $11.50 per share, exercisable 30 days after the issuer's initial business combination and expiring five years after that event.

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Bleichroeder Acquisition Corp. II reports that Adage Capital Management, L.P. and affiliated reporting persons each beneficially hold 2,250,000 Class A ordinary shares, representing 7.83% of the class based on 28,750,000 shares outstanding as of March 16, 2026.

The Schedule 13G states the shares are directly held by Adage Capital Partners, L.P. and that voting and dispositive power is shared; filing signatures are by Robert Atchinson and Phillip Gross dated May 13, 2026.

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Bleichroeder Acquisition Corp. II reports that Adage Capital Management, L.P. and affiliated reporting persons each beneficially hold 2,250,000 Class A ordinary shares, representing 7.83% of the class based on 28,750,000 shares outstanding as of March 16, 2026.

The Schedule 13G states the shares are directly held by Adage Capital Partners, L.P. and that voting and dispositive power is shared; filing signatures are by Robert Atchinson and Phillip Gross dated May 13, 2026.

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Bleichroeder Acquisition Corp. II, a SPAC listed on Nasdaq, reported its first quarter as a public company and advanced its planned merger with quantum computing firm Pasqal.

As of March 31, 2026, it held $289.7 million in a trust account and recorded a net loss of $2.7 million, driven by $4.9 million of formation, general and administrative costs partly offset by $2.2 million of interest income on trust investments. The company completed a January IPO of 28,750,000 units, placing $287.5 million into the trust.

Management disclosed a working capital deficit of about $2.9 million and stated that these liquidity constraints raise substantial doubt about its ability to continue as a going concern absent a successful business combination or additional financing.

The signed Business Combination Agreement values Pasqal at $2.0 billion pre-money and requires at least $150 million of available cash at closing from the trust and external financing. A related private investment includes $250 million of senior unsecured convertible bonds and accompanying warrants for a $200 million purchase price, expected to fund concurrently with closing.

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Bleichroeder Acquisition Corp. II, a SPAC listed on Nasdaq, reported its first quarter as a public company and advanced its planned merger with quantum computing firm Pasqal.

As of March 31, 2026, it held $289.7 million in a trust account and recorded a net loss of $2.7 million, driven by $4.9 million of formation, general and administrative costs partly offset by $2.2 million of interest income on trust investments. The company completed a January IPO of 28,750,000 units, placing $287.5 million into the trust.

Management disclosed a working capital deficit of about $2.9 million and stated that these liquidity constraints raise substantial doubt about its ability to continue as a going concern absent a successful business combination or additional financing.

The signed Business Combination Agreement values Pasqal at $2.0 billion pre-money and requires at least $150 million of available cash at closing from the trust and external financing. A related private investment includes $250 million of senior unsecured convertible bonds and accompanying warrants for a $200 million purchase price, expected to fund concurrently with closing.

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Bleichroeder Acquisition Corp. II reported leadership changes approved by its Board. Effective April 29, 2026, Andrew Gundlach resigned as President and Chief Executive Officer and was appointed Executive Chairman of the Board. Marcello Padula, previously Chief Operating Officer, was appointed Chief Executive Officer on the same date.

The company states there are no special arrangements or understandings behind these appointments, no family relationships with other executives or directors, and no related-party transactions requiring disclosure under Regulation S-K Item 404(a). Existing compensatory arrangements for both Mr. Gundlach and Mr. Padula remain unchanged.

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Bleichroeder Acquisition Corp. II reported leadership changes approved by its Board. Effective April 29, 2026, Andrew Gundlach resigned as President and Chief Executive Officer and was appointed Executive Chairman of the Board. Marcello Padula, previously Chief Operating Officer, was appointed Chief Executive Officer on the same date.

The company states there are no special arrangements or understandings behind these appointments, no family relationships with other executives or directors, and no related-party transactions requiring disclosure under Regulation S-K Item 404(a). Existing compensatory arrangements for both Mr. Gundlach and Mr. Padula remain unchanged.

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Bleichroeder Acquisition 2 France II posted a communication highlighting Pasqal’s recent event and press release and describing forward-looking statements about the proposed business combination between Bleichroeder and Pasqal Holding SAS. The filing states Bleichroeder intends to file a Form F-4 registration statement to serve as the proxy statement/prospectus for shareholder consideration of the business combination.

The communication summarizes Pasqal’s technical milestones, including 2025 logical qubit demonstrations and a stated path to 1000-qubit scalability, and reiterates risk factors and customary forward-looking disclaimers. It directs investors to read the forthcoming Registration Statement, proxy statement/prospectus, and SEC filings before making any investment or voting decisions.

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Pasqal announced progress toward a public listing via a proposed business combination with Bleichroeder Acquisition Corp. II, and hosted Pasqal Thoughts 2026 in Paris on April 21, 2026 where more than 150 attendees discussed integrating quantum computing into HPC environments.

The company described 2025 technical milestones, a roadmap toward 1000 qubits and fault-tolerant systems, said it has > 275 employees, serves > 25 clients, and has been backed by more than USD 300 million in funding. The business combination will be submitted to Bleichroeder shareholders and Bleichroeder intends to file a Form F-4 with the SEC.

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Bleichroeder Acquisition Corp. II reports that Bleichroeder Sponsor 2 LLC and affiliated reporting persons beneficially hold 9,583,333 Class B Ordinary Shares, representing 25.0% of the company's ordinary shares. These Class B shares are convertible into Class A Ordinary Shares on a one-for-one basis, subject to anti-dilution adjustments as described in the registration statement.

Based on the issuer's Form 10-K, the company had 38,333,333 ordinary shares outstanding as of March 16, 2026 (comprised of 28,750,000 Class A and 9,583,333 Class B). The filing discloses shared voting and dispositive power over the reported Class B shares by the Sponsor, Bleichroeder Manager 2 LLC, Andrew Gundlach, and Michel Combes, and notes 5,000,000 private placement warrants held by the Sponsor exercisable at $11.50 per share not exercisable within 60 days.

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Bleichroeder Acquisition Corp. II reports that Bleichroeder Sponsor 2 LLC and affiliated reporting persons beneficially hold 9,583,333 Class B Ordinary Shares, representing 25.0% of the company's ordinary shares. These Class B shares are convertible into Class A Ordinary Shares on a one-for-one basis, subject to anti-dilution adjustments as described in the registration statement.

Based on the issuer's Form 10-K, the company had 38,333,333 ordinary shares outstanding as of March 16, 2026 (comprised of 28,750,000 Class A and 9,583,333 Class B). The filing discloses shared voting and dispositive power over the reported Class B shares by the Sponsor, Bleichroeder Manager 2 LLC, Andrew Gundlach, and Michel Combes, and notes 5,000,000 private placement warrants held by the Sponsor exercisable at $11.50 per share not exercisable within 60 days.

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Bleichroeder Acquisition Corp., a Cayman Islands-based blank check company, filed its annual report describing progress toward completing its first business combination. The company targets technology, media and telecommunications and other sectors undergoing digital transformation.

After the reporting period, it completed an IPO on January 9, 2026, selling 28,750,000 units at $10.00 each and placing $287,500,000 into a trust account, alongside a private sale of 7,750,000 private placement warrants. The SPAC must close a business combination by January 9, 2028 or return trust funds to public shareholders.

On February 28, 2026, it signed a Business Combination Agreement with Pasqal Holding SAS, expected to be funded by the trust and a PIPE, with closing targeted for the second half of 2026, subject to regulatory and shareholder approvals. As of March 16, 2026, there were 28,750,000 Class A and 9,583,333 Class B ordinary shares outstanding, no material litigation, and the company highlighted cybersecurity and SPAC-specific regulatory risks.

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Rhea-AI Summary

Bleichroeder Acquisition Corp., a Cayman Islands-based blank check company, filed its annual report describing progress toward completing its first business combination. The company targets technology, media and telecommunications and other sectors undergoing digital transformation.

After the reporting period, it completed an IPO on January 9, 2026, selling 28,750,000 units at $10.00 each and placing $287,500,000 into a trust account, alongside a private sale of 7,750,000 private placement warrants. The SPAC must close a business combination by January 9, 2028 or return trust funds to public shareholders.

On February 28, 2026, it signed a Business Combination Agreement with Pasqal Holding SAS, expected to be funded by the trust and a PIPE, with closing targeted for the second half of 2026, subject to regulatory and shareholder approvals. As of March 16, 2026, there were 28,750,000 Class A and 9,583,333 Class B ordinary shares outstanding, no material litigation, and the company highlighted cybersecurity and SPAC-specific regulatory risks.

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Bleichroeder Acquisition Corp. II agreed to merge with French quantum computing company Pasqal Holding SAS, valuing Pasqal at a $2.0 billion pre-money equity value and targeting closing in the second half of 2026, subject to shareholder, regulatory and listing approvals.

The deal includes a private investment in $250 million principal senior unsecured convertible bonds and related warrants, sold for $200 million (20% discount), bearing 10% cash interest and initially convertible at $12.00 per share with anti-dilution protections and optional redemptions and calls.

Closing conditions include at least $150 million cash for the combined company, Nasdaq listing of New Pasqal shares and warrants, and delivery of PCAOB-audited financials. Sponsor and key Pasqal shareholders entered support, lock-up and registration rights agreements to back the transaction and govern post-merger share sales.

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Rhea-AI Summary

Bleichroeder Acquisition Corp. II agreed to merge with French quantum computing company Pasqal Holding SAS, valuing Pasqal at a $2.0 billion pre-money equity value and targeting closing in the second half of 2026, subject to shareholder, regulatory and listing approvals.

The deal includes a private investment in $250 million principal senior unsecured convertible bonds and related warrants, sold for $200 million (20% discount), bearing 10% cash interest and initially convertible at $12.00 per share with anti-dilution protections and optional redemptions and calls.

Closing conditions include at least $150 million cash for the combined company, Nasdaq listing of New Pasqal shares and warrants, and delivery of PCAOB-audited financials. Sponsor and key Pasqal shareholders entered support, lock-up and registration rights agreements to back the transaction and govern post-merger share sales.

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FAQ

How many BLEICHROEDER ACQUISITION C (BBCQU) SEC filings are available on StockTitan?

StockTitan tracks 35 SEC filings for BLEICHROEDER ACQUISITION C (BBCQU), including 10-K annual reports, 10-Q quarterly reports, 8-K current reports, and Form 4 insider trading disclosures. Each filing includes AI-generated summaries, impact scoring, and sentiment analysis.

When was the most recent SEC filing for BLEICHROEDER ACQUISITION C (BBCQU)?

The most recent SEC filing for BLEICHROEDER ACQUISITION C (BBCQU) was filed on May 15, 2026.