Announcement • Apr 09
Terra Quantum AG signed a non-binding letter of intent to acquire Mountain Lake Acquisition Corp. II (NasdaqGM:MLAA) for an enterprise value of $3.3 billion in a reverse merger transaction. Terra Quantum AG signed a non-binding letter of intent to acquire Mountain Lake Acquisition Corp. II (NasdaqGM:MLAA) for an enterprise value of $3.3 billion in a reverse merger transaction on April 9, 2026. The proposed transaction reflects strong confidence in Terra Quantum’s differentiated quantum algorithms, software, quantum security, and hybrid quantum-classical solutions, as well as its commercial traction across multiple industries including defence, finance, pharmaceuticals, and logistics. Upon completion of the transaction, the combined entity will be publicly listed, providing Terra Quantum with enhanced access to capital markets to support its next phase of growth, including product development, global expansion, and strategic acquisitions.
Completion of the proposed transaction is subject to the negotiation of a definitive agreement and the satisfaction of conditions contained therein. The parties will announce additional details regarding the proposed business combination if and when a definitive agreement is executed. Accordingly, there can be no assurance that a definitive agreement will be entered into or that the proposed transaction will be consummated or, if a transaction is consummated, as to its terms, structure or timing. Any transaction would be subject to the completion of satisfactory due diligence, negotiation of definitive agreements, board and shareholder approvals, regulatory approvals, and other customary conditions.
Cohen & Company Capital Markets, a division of Cohen & Company Securities, LLC, is serving as exclusive financial and capital markets advisor to Terra Quantum. Heussen Rechtsanwaltsgesellschaft mbH, together with Kellerhals Carrard, Winston & Strawn, LLP, and Niedermann Rechtsanwälte, are serving as legal counsel to Terra Quantum. BTIG is serving as financial and capital markets advisor to MLAC II. Lowenstein Sandler LLP and Lenz & Staehelin are serving as legal counsel to MLAC II. 
