Andretti SPAC (POLE) to merge with StoreDot in $800M business combination

Andretti Acquisition Corp. II

Implied enterprise value of StoreDot at $800M plus new cash proceeds from Transaction Financing after BCA date; consideration in Pubco shares at $10 per share.
Minimum cash condition requires SPAC trust proceeds plus all Transaction Financing to be at least $32M plus transaction fees.
Bridge Financing of at least $5M must close by Dec 20, 2025; binding commitments for $32M total financing by Jan 10, 2026.
Post-Closing Pubco board to have 6 directors: up to 5 designated by StoreDot and 1 by Sponsor; classified board with 3 classes.
Lock-up period of 6 months for StoreDot locked-up holders and Sponsor; no termination fee in BCA.

Key facts

Extracted from this filing and checked against the source text.

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

Andretti Acquisition Corp. II entered into Business Combination Agreement with StoreDot Ltd., XFC Battery Ltd., XFC Israel Merger Sub Ltd., XFC Cayman Merger Sub valued at $800.0 million (effective 2025-12-03).

Action: entry
Agreement: merger
Counterparty: StoreDot Ltd., XFC Battery Ltd., XFC Israel Merger Sub Ltd., XFC Cayman Merger Sub
Value: $800.0 million
Effective: 2025-12-03

Exact text from the filing

Business Combination Agreement This section describes the material provisions of the Business Combination Agreement but does not purport to describe all of the terms thereof.

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Andretti Acquisition Corp. II filing history →

Source: SEC EDGAR

accession 0001213900-25-119691

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