Business Context and Reporting Period
Company: Galata Acquisition Corp. II (LATA/LATAU/LATAW)
Filing Type: Form 8-K (Current Report)
Reporting Date: September 22, 2025
Event: Consummation of Initial Public Offering (IPO) and Private Placement.
Key Financial Metrics
| Metric | Value |
|---|---|
| IPO Units Sold | 17,250,000 (including 2,250,000 from over-allotment) |
| IPO Price per Unit | $10.00 |
| Gross IPO Proceeds | $172,500,000 |
| Private Placement Warrants Sold | 5,300,000 |
| Private Placement Price | $1.00 per warrant |
| Gross Private Placement Proceeds | $5,300,000 |
| Total Funds in Trust Account | $172,500,000 ($10.00 per Unit) |
| Deferred Underwriting Discount | Up to $6,037,500 |
| Warrant Exercise Price | $11.50 per share |
Material Changes
This filing represents the company's initial public offering. There is no prior comparable period for revenue or operating metrics as the company was previously a private entity. The primary material change is the transition to a public SPAC structure with $172.5 million placed in a trust account.
Outlook, Risks, and Management Commentary
- Capital Structure: Each Unit consists of one Class A ordinary share and one-third of one redeemable warrant.
- Trust Account: Proceeds are held in a U.S.-based trust account maintained by Continental Stock Transfer & Trust Company.
- Financial Statements: An audited balance sheet as of September 22, 2025, reflecting these proceeds is included as Exhibit 99.1.
- Emerging Growth Company: The registrant has elected to be treated as an emerging growth company.
Investor Verification Checklist
- Verify the full exercise of the underwriters' over-allotment option (2,250,000 units).
- Confirm the allocation of Private Placement Warrants between the Sponsor (3,575,000) and BTIG LLC (1,725,000).
- Review Exhibit 99.1 for the audited balance sheet details regarding the trust account.
- Monitor the status of the deferred underwriting discount of up to $6,037,500.