AI brief of an SEC Form 8-K · BOA Acquisition Corp. II (THEO)

BOA Acquisition Corp. II closes $143.75 million IPO and files audited balance sheet

Neutral Impact 3 of 5 financing Written later

BOA Acquisition Corp. II, a blank check company, completed its initial public offering of 14,375,000 units at $10.00 each on August 5, 2026, raising $143,750,000 in gross proceeds, along with a private placement of 221,500 units for $2,215,000. The full $143,750,000 was placed in a trust account, and the company has 12 months from the IPO closing to complete a business combination, or it must redeem public shares. The auditor included a going concern warning, saying there is substantial doubt about the company's ability to continue, because less than one year remains in its life.

Key points

  • IPO of 14,375,000 units at $10.00 per unit closed August 5, 2026, with gross proceeds of $143,750,000; 1,875,000 of those units came from the underwriter's full over-allotment option.
  • Private placement of 221,500 units raised $2,215,000, including $1,015,000 from the sponsor, Bet on America II Sponsor LLC.
  • $143,750,000 is held in trust with Odyssey Transfer and Trust Company; the company has 12 months from the IPO closing to complete a business combination.
  • Auditor Adeptus Partners, LLC flagged substantial doubt about the company's ability to continue as a going concern; cash outside the trust was $873,727 as of August 5, 2026.

The filing

CompanyBOA Acquisition Corp. II (THEO)
Form8-K, current report
Filed with the SECAug 12, 2026, 6:04 AM ET
Accession number0001193125-26-345641

Items reported: 8.01 Other Events

Read the filing on SEC.gov ↗

Written by AI on Nov 9, 2026, 11:48 AM ET, from this filing only. Written later: this filing was briefed after the fact, when past filings were added to the site, so the brief may be read with hindsight; the filing itself is the record of what was known on August 12, 2026.

Briefs are written by AI from the filing text and can contain mistakes — open the filing before acting on anything. Impact (1-5) and tone are the AI's reading of the filing for shareholders, not a price forecast. Not investment advice.