Andretti Acquisition Corp. II amends underwriting deal with BTIG for StoreDot business combination

Andretti Acquisition Corp. II

Deferred underwriting commissions reduced to $8.0M; payable in cash or cash+shares based on closing cash.
If Closing Cash >= $70M, pay $8M cash; if less, $2M cash + $6M in Pubco shares valued at $10 or lower.
BTIG granted registration rights for deferred fee shares and ROFR for placement agent in Transaction Financing.
BTIG also gets ROFR for underwriting any new SPAC IPO by Andretti sponsors within 12 months of close.

Key facts

Extracted from this filing and checked against the source text.

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.95

Andretti Acquisition Corp. II amended UA Amendment with BTIG, LLC valued at Deferred underwriting commissions reduced to $8.0 million, payable either in cash or cash plus share (effective 2025-12-17).

Action: amendment
Agreement: underwriting
Counterparty: BTIG, LLC
Value: Deferred underwriting commissions reduced to $8.0 million, payable either in cash or cash plus share
Effective: 2025-12-17

Exact text from the filing

On December 17, 2025, Andretti Acquisition Corp. II (“ Andretti ”) and BTIG, LLC (“ BTIG ”) entered into an amendment (the “ UA Amendment ”) to the Underwriting Agreement, dated as of September 5, 2024, between Andretti and BTIG as representative of the several underwriters (the “ Underwriting Agreement ”).

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Andretti Acquisition Corp. II filing history →

Source: SEC EDGAR

accession 0001213900-25-125356

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