{"filing":{"accession_number":"0001213900-26-074998","cik":"0002088805","ticker":"CMIIW","company_name":"Columbus Circle Capital Corp II","form":"8-K","filing_date":"2026-07-02","report_date":null,"primary_document":"ea0296438-8k425_columbus2.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/2088805/000121390026074998/ea0296438-8k425_columbus2.htm"},"events":[{"id":15865,"run_id":14153,"accession_number":"0001213900-26-074998","anchor_item_number":"1.01","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.98,"summary":"Columbus Circle Capital Corp II (Inflection Point), a SPAC, entered into a Business Combination Agreement dated June 26, 2026, with Elroy Air, Inc., whereby Inflection Point's merger subsidiary will merge with Elroy Air with Elroy Air as the surviving corporation. The transaction involves an $800 million purchase price, conversion of Elroy Air securities, and a $66.6 million pre-funded convertible note investment.","company_name":"Columbus Circle Capital Corp II","ticker":"CMIIW","filing_date":"2026-07-02","form":"8-K","submitted_at":null,"items":[{"id":13774,"accession_number":"0001213900-26-074998","item_number":"1.01","item_title":"Entry Into A Material Definitive","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.98,"reasoning":"This Item 1.01 discloses entry into a Business Combination Agreement dated June 26, 2026, between Columbus Circle Capital Corp II (Inflection Point), a SPAC, and Elroy Air, Inc., whereby Inflection Point's merger subsidiary will merge with Elroy Air with Elroy Air as the surviving corporation. The transaction involves a $800 million purchase price, conversion of Elroy Air securities, and a $66.6 million pre-funded convertible note investment. This is a material acquisition/change of control transaction typical of SPAC business combinations.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-02T20:21:50.663773+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":15866,"run_id":14153,"accession_number":"0001213900-26-074998","anchor_item_number":"3.02","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.92,"summary":"Elroy Air issued unregistered convertible promissory notes and warrants to institutional investors in a pre-funded offering under Section 4(a)(2) of the Securities Act as part of the business combination transaction.","company_name":"Columbus Circle Capital Corp II","ticker":"CMIIW","filing_date":"2026-07-02","form":"8-K","submitted_at":null,"items":[{"id":13775,"accession_number":"0001213900-26-074998","item_number":"3.02","item_title":"Unregistered Sales of Equity Securities.","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.92,"reasoning":"Item 3.02 discloses unregistered sales of equity securities by Elroy Air in reliance on Section 4(a)(2) of the Securities Act. The exhibit shows a Securities Purchase Agreement for convertible promissory notes and warrants issued to institutional investors as part of a pre-funded offering. This is a classic dilutive private placement of convertible securities and warrants that would materially affect existing shareholders through dilution upon conversion.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-02T20:21:50.663773+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":15867,"run_id":14153,"accession_number":"0001213900-26-074998","anchor_item_number":"5.02","event_type":"exec_appointment","event_domain":"governance","is_material":true,"confidence":0.92,"summary":"Michael Blitzer was appointed as director and Chairman of the Board, and Kevin Shannon was appointed as Chief Executive Officer, both effective June 26, 2026, in connection with the Business Combination Agreement with Inflection Point Asset Management LLC.","company_name":"Columbus Circle Capital Corp II","ticker":"CMIIW","filing_date":"2026-07-02","form":"8-K","submitted_at":null,"items":[{"id":13776,"accession_number":"0001213900-26-074998","item_number":"5.02","item_title":"Departure of Directors or Certain","event_type":"exec_appointment","event_domain":"governance","is_material":true,"confidence":0.92,"reasoning":"The filing discloses multiple executive appointments effective June 26, 2026: Michael Blitzer was appointed as director and Chairman of the Board, and Kevin Shannon was appointed as Chief Executive Officer. While Gary Quin's resignation from Chairman and CEO roles is also mentioned, the principal disclosed actions center on the appointments of Blitzer and Shannon to key leadership positions in connection with the Business Combination Agreement and partnership with Inflection Point Asset Management LLC.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-02T20:21:50.663773+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":13774,"accession_number":"0001213900-26-074998","item_number":"1.01","item_title":"Entry Into A Material Definitive","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.98,"reasoning":"This Item 1.01 discloses entry into a Business Combination Agreement dated June 26, 2026, between Columbus Circle Capital Corp II (Inflection Point), a SPAC, and Elroy Air, Inc., whereby Inflection Point's merger subsidiary will merge with Elroy Air with Elroy Air as the surviving corporation. The transaction involves a $800 million purchase price, conversion of Elroy Air securities, and a $66.6 million pre-funded convertible note investment. This is a material acquisition/change of control transaction typical of SPAC business combinations.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-02T20:21:50.663773+00:00","company_name":"Columbus Circle Capital Corp II","ticker":"CMIIW","filing_date":"2026-07-02"},{"id":13775,"accession_number":"0001213900-26-074998","item_number":"3.02","item_title":"Unregistered Sales of Equity Securities.","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.92,"reasoning":"Item 3.02 discloses unregistered sales of equity securities by Elroy Air in reliance on Section 4(a)(2) of the Securities Act. The exhibit shows a Securities Purchase Agreement for convertible promissory notes and warrants issued to institutional investors as part of a pre-funded offering. This is a classic dilutive private placement of convertible securities and warrants that would materially affect existing shareholders through dilution upon conversion.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-02T20:21:50.663773+00:00","company_name":"Columbus Circle Capital Corp II","ticker":"CMIIW","filing_date":"2026-07-02"},{"id":13776,"accession_number":"0001213900-26-074998","item_number":"5.02","item_title":"Departure of Directors or Certain","event_type":"exec_appointment","event_domain":"governance","is_material":true,"confidence":0.92,"reasoning":"The filing discloses multiple executive appointments effective June 26, 2026: Michael Blitzer was appointed as director and Chairman of the Board, and Kevin Shannon was appointed as Chief Executive Officer. While Gary Quin's resignation from Chairman and CEO roles is also mentioned, the principal disclosed actions center on the appointments of Blitzer and Shannon to key leadership positions in connection with the Business Combination Agreement and partnership with Inflection Point Asset Management LLC.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-02T20:21:50.663773+00:00","company_name":"Columbus Circle Capital Corp II","ticker":"CMIIW","filing_date":"2026-07-02"}]}