Sizzle Acquisition Corp. II filed an 8-K on October 13, 2026, disclosing an investor presentation for a proposed business combination with Trasteel Holding S.A. The filing confirms that the parties entered into a Business Combination Agreement on April 13, 2026, which has since been amended and joined by additional parties.
The transaction involves Trasteel Holding S.A., a Luxembourg corporation, and Trasteel S.A., a Luxembourg company that joined the agreement. A Cayman Islands entity named Trasteel Merger Sub Limited also became a party to the agreement. The agreement is intended to result in the creation of a new holding company, referred to as Pubco, which will hold the equity interests of both Sizzle II and Trasteel upon completion.
The filing indicates that Pubco intends to file a registration statement on Form F-4 with the SEC. This document will include a proxy statement to be sent to Sizzle II shareholders and a prospectus for the registration of Pubco securities. Once the registration statement is declared effective, these materials will be mailed to shareholders to vote on the proposed transaction.
The presentation, dated October 13, 2026, is provided as Exhibit 99.1. It serves as informational material regarding the proposed combination and is not intended to constitute an offer to sell or a solicitation of an offer to buy securities. The document includes standard disclaimers regarding forward-looking statements and the risks associated with the transaction.
