---
schema_version: "secwatch.filing_event.v1"
accession: "0001213900-23-093121"
form_type: "8-K"
ticker: null
cik: "0001819498"
company_name: "Twelve Seas Investment Co. II"
filed_at: "2023-12-05T23:59:59+00:00"
generated_at: "2026-06-07T18:11:51.349938+00:00"
event_type: "other_material"
sentiment: "neutral"
materiality_score: 0.5
calibrated_materiality_score: 0.5
confidence: "high"
source: SEC EDGAR
---

# Twelve Seas secures $202,410 sponsor note to extend business combination deadline to June 2024

## Summary
- Note principal up to $202,410; funds used to extend SPAC deadline from Dec 2, 2023 to June 2, 2024.
- Drawdowns of $33,735/month for up to six months deposited into trust account for unredeemed shares.
- Note bears no interest; repayable upon business combination or liquidation.
- Sponsor waives any claim to trust account proceeds.

## SEC filing metadata
- accession: 0001213900-23-093121
- form_type: 8-K
- cik: 0001819498
- company_name: Twelve Seas Investment Co. II
- filed_at: 2023-12-05T23:59:59+00:00
- event_type: other_material
- sentiment: neutral
- materiality_score: 0.5
- calibrated_materiality_score: 0.5
- confidence: high
- sec_items: 1.01, 2.03, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1819498/000121390023093121/0001213900-23-093121-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1819498/000121390023093121/ea189506-8k_twelveseas2.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001213900-23-093121
- JSON: https://secwatch.observer/filing/0001213900-23-093121.json
- Plain text: https://secwatch.observer/filing/0001213900-23-093121.txt

## Key facts
- Debt Financings
  Twelve Seas Investment Co. II incurred loan of $202,410 with Twelve Seas Sponsor II LLC at no interest maturing the earlier of (a) the date of the consummation of the Business Combination or (b) the date of the liquidation of the Company.
  - Instrument: loan
  - Principal: $202,410
  - Counterparty: Twelve Seas Sponsor II LLC
  - Rate: no interest
  - Maturity: the earlier of (a) the date of the consummation of the Business Combination or (b) the date of the liquidation of the Company
  - Event: incurrence
  source text: On December 1, 2023, Twelve Seas Investment Company II (the " Company ") issued a promissory note (the " Note ") in the principal amount of up to $202,410 to Twelve Seas Sponsor II LLC (the " Sponsor "), pursuant to which the Sponsor agreed to loan to the Company up to such amount in connection with the extension of the date by which the Company must either (i) consummate a business combination, (ii) cease all operations, or (iii) redeem or repurchase 100% of the Company’s outstanding Public Shares (as defined below), from December 2, 2023 to June 2, 2024 , or such earlier date as determined by the Company’s board of directors (the " Extension ").
  evidence_url: https://www.sec.gov/Archives/edgar/data/1819498/000121390023093121/0001213900-23-093121-index.htm
- Material Agreements
  Twelve Seas Investment Co. II entered into Promissory Note with Twelve Seas Sponsor II LLC valued at up to $202,410 (effective 2023-12-01).
  - Action: entry
  - Agreement: notes offering
  - Counterparty: Twelve Seas Sponsor II LLC
  - Value: up to $202,410
  - Effective: 2023-12-01
  source text: On December 1, 2023, Twelve Seas Investment Company II (the “ Company ”) issued a promissory note (the “ Note ”) in the principal amount of up to $202,410 to Twelve Seas Sponsor II LLC (the “ Sponsor ”), pursuant to which the Sponsor agreed to loan to the Company up to such amount in connection with the extension of the date by which the Company must either (i) consummate a business combination, (ii) cease all operations, or (iii) redeem or repurchase 100% of the Company’s outstanding Public Shares (as defined below), from December 2, 2023 to June 2, 2024 , or such earlier date as determined by the Company’s board of directors (the “ Extension ”).
  evidence_url: https://www.sec.gov/Archives/edgar/data/1819498/000121390023093121/0001213900-23-093121-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.