Business Context and Reporting Period
Company: Andretti Acquisition Corp. II (POLE/POLEU/POLEW)
Filing Type: Form 8-K (Current Report)
Date of Report: February 17, 2026
Context: The Company, a Cayman Islands-based SPAC and emerging growth company, reported the termination of a previously announced business combination.
Key Financial Metrics
This filing is a current report regarding a corporate event and does not contain audited financial statements, revenue, profit, cash flow, margin, debt, or liquidity data. The filing text does not provide a clear value for these metrics.
Material Changes
- Termination of Business Combination: On February 17, 2026, the Company and StoreDot Ltd. (along with related merger subsidiaries) entered into a Termination and Release Agreement.
- Agreement Voided: The Business Combination Agreement (BCA) dated December 3, 2025, was terminated in its entirety pursuant to Section 8.1(a).
- Ancillary Agreements: All ancillary agreements associated with the BCA were automatically terminated and are of no further force and effect.
- Liability Release: All parties mutually released one another from liabilities and damages relating to the transaction documents and the proposed transaction.
Guidance, Outlook, and Risks
Outlook: The filing indicates the immediate cessation of the proposed merger with StoreDot. No new business combination targets or financial guidance were provided in this report.
Risks/Contingencies: The termination resolves the specific transaction risk associated with the StoreDot deal. The Company is now free from liabilities related to the failed transaction, though the filing does not detail the impact on the Company's trust account or remaining operational runway.
Investor Verification Checklist
- Verify the status of the Company's trust account and the timeline for potential liquidation or a new business combination search.
- Review the attached Termination and Release Agreement (Exhibit 10.1) for any specific termination fees or payments owed to StoreDot.
- Check for subsequent press releases or filings regarding the Company's strategy post-termination.
- Confirm the trading status of Units (POLEU), Class A Shares (POLE), and Warrants (POLEW) on Nasdaq following this announcement.