M Evo Global Acquisition Corp II 8-K

What Happened

• M Evo Global Acquisition Corp II announced it consummated its initial public offering (IPO) on February 2, 2026. The IPO sold 30,000,000 units (including the full 3,000,000-unit over-allotment) at $10.00 per unit, generating $300,000,000 of gross proceeds. Each Unit consists of one Class A ordinary share and one-half of one redeemable warrant; each full warrant is exercisable to buy one Class A share at $11.50 per share (subject to adjustment).
• Simultaneously, the company completed a private sale of 8,000,000 private placement warrants at $1.00 each, generating $8,000,000 gross. Of those private warrants, 5,000,000 were purchased by the sponsor, Evolution Sponsor Holdings LLC II, and 3,000,000 were sold to Cohen & Company Capital Markets (2,285,000) and Clear Street, LLC (150,000) as noted in the filing.
• An audited balance sheet as of February 2, 2026 reflecting receipt of proceeds is filed as Exhibit 99.1. The filing states that $300,000,000 of the net proceeds from the IPO and the private placement were deposited in a trust account for the benefit of the company’s public shareholders.

Key Details

• IPO size: 30,000,000 units (includes 3,000,000-unit over-allotment), $10.00 per unit; $300,000,000 gross proceeds.
• Private placement: 8,000,000 private warrants at $1.00 each; $8,000,000 gross proceeds; 5,000,000 to sponsor.
• Warrant terms: each unit includes one-half warrant; full warrant exercisable at $11.50 per share (subject to adjustment).
• Funds status: $300,000,000 of net proceeds deposited in a trust account as of February 2, 2026; audited balance sheet included as Exhibit 99.1.

Why It Matters

• The company has completed its capital raise and placed $300 million of net proceeds in a trust account for public shareholders, indicating it has funding available to pursue its stated business combination objectives (per the trust arrangement disclosed).
• The sponsor’s purchase of 5,000,000 private warrants and the structure of public and private warrants are material to shareholders because they affect potential future dilution and the economics of any post-combination capital structure.
• The audited balance sheet included with the filing gives investors a verified snapshot of the company’s cash position immediately after the IPO and private placement.