Announcement • Mar 05
Bleichroeder Acquisition Corp. II (NasdaqGM:BBCQ) entered into a definitive agreement to acquire Pasqal SAS for approximately $647 million. Bleichroeder Acquisition Corp. II (NasdaqGM:BBCQ) entered into a definitive agreement to acquire Pasqal SAS for approximately $647 million on March 4, 2026. The transaction is expected to provide more than $600 million of gross proceeds to Pasqal, including: Approximately $289 million cash held in Bleichroeder’s trust account as of February 28, 2026, $200 million of convertible financing anchored by sponsor-affiliated investor Inflection Point, existing Pasqal anchor investor BPIfrance Large Venture and several other new institutional investors and approximately $158 million cash on Pasqal’s balance sheet as of February 28, 2026.
Following the consummation of same, Bleichroeder will operate as Pasqal and is expected to be listed on Nasdaq.
The proposed transaction is subject to customary closing conditions, which are: approval of boards of directors of both Pasqal and Bleichroeder, the approval by Bleichroeder shareholders of the business combination and certain other shareholder approvals related thereto, the closing of the concurrent convertible financing transaction and the U.S. Securities and Exchange Commission’s completed review of the registration statement on Form F-4 and the receipt of certain other regulatory approvals, and approval by Nasdaq to list the securities of the combined company, including regulatory. The boards of directors of both Pasqal and Bleichroeder have approved entry into the proposed BCA and it is expected to close in the second half of 2026.
Compagnie Financière Lazard Frères SAS is serving as financial advisor to Pasqal’s Board. Orrick, Herrington & Sutcliffe LLP and Orrick Rambaud Martel (US and France) is serving as legal counsel to Pasqal. Cantor Fitzgerald & Co. is serving as financial advisor to Bleichroeder. Reed Smith LLP and Reed Smith LLP (France and US) is serving as legal counsel to Bleichroeder.