{"filing":{"accession_number":"0001213900-26-103758","cik":"0001852207","ticker":"BEAGR","company_name":"Bold Eagle Acquisition Corp.","form":"8-K","filing_date":"2026-09-28","report_date":"2026-09-25","primary_document":"ea0305453-8k425_bold.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/1852207/000121390026103758/ea0305453-8k425_bold.htm"},"events":[{"id":35328,"run_id":32537,"accession_number":"0001213900-26-103758","anchor_item_number":"1.01","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.98,"summary":"Bold Eagle Acquisition Corp. (a SPAC) entered into a definitive Business Combination Agreement with REDLattice, valuing REDLattice at $1.25 billion enterprise value. The transaction involves domestication of Bold Eagle from Cayman Islands to Delaware, followed by a merger resulting in REDLattice as a wholly-owned subsidiary of the resulting public company, with approximately $610 million in gross proceeds and expected close around year-end 2026 subject to shareholder approval.","company_name":"Bold Eagle Acquisition Corp.","ticker":"BEAGR","filing_date":"2026-09-28","form":"8-K","submitted_at":null,"items":[{"id":39345,"accession_number":"0001213900-26-103758","item_number":"1.01","item_title":"Entry into a Material Definitive Agreement","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.98,"reasoning":"This Item 1.01 discloses entry into a definitive Business Combination Agreement between Bold Eagle Acquisition Corp. (a SPAC) and REDLattice, whereby REDLattice will merge with Bold Eagle's subsidiary and become a publicly traded company. The transaction values REDLattice at $1.25 billion enterprise value and involves a domestication of Bold Eagle from Cayman Islands to Delaware, followed by a merger resulting in REDLattice as a wholly-owned subsidiary of the resulting public company. This is a material acquisition/change of control transaction requiring shareholder approval and expected to close year-end 2026.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-28T12:18:08.080155+00:00","company_name":"","ticker":null,"filing_date":""},{"id":39347,"accession_number":"0001213900-26-103758","item_number":"7.01","item_title":"Regulation FD Disclosure.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.98,"reasoning":"Bold Eagle and REDLattice announced entry into a definitive Business Combination Agreement on September 28, 2026, valuing REDLattice at $1.25 billion pre-money enterprise value and providing approximately $610 million in gross proceeds. This is a material acquisition/change of control transaction disclosed under Item 7.01 (Regulation FD Disclosure), with the Business Combination Agreement filed as Exhibit 2.1. The transaction is expected to close around year-end 2026 subject to shareholder approval and customary closing conditions.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-28T12:18:08.080155+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":35329,"run_id":32537,"accession_number":"0001213900-26-103758","anchor_item_number":"3.02","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.95,"summary":"In connection with the business combination, Bold Eagle is issuing unregistered equity securities including PubCo Common Stock, PIPE Shares, Convertible Notes, and Underlying Shares pursuant to Subscription Agreements, representing $335 million of committed capital ($275 million in convertible notes and $60 million in common stock PIPE), all relying on Section 4(a)(2) exemption.","company_name":"Bold Eagle Acquisition Corp.","ticker":"BEAGR","filing_date":"2026-09-28","form":"8-K","submitted_at":null,"items":[{"id":39346,"accession_number":"0001213900-26-103758","item_number":"3.02","item_title":"Unregistered Sales","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.95,"reasoning":"Item 3.02 discloses unregistered sales of equity securities in connection with a business combination. The filing explicitly references issuance of PubCo Common Stock to Ultimate Holdings, PIPE Shares, Convertible Notes, and Underlying Shares pursuant to Subscription Agreements, all relying on Section 4(a)(2) exemption. The press release confirms $335 million of committed capital including $275 million of convertible notes and $60 million of common stock PIPE, representing a classic dilutive private placement structure typical of SPAC transactions.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-28T12:18:08.080155+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":39345,"accession_number":"0001213900-26-103758","item_number":"1.01","item_title":"Entry into a Material Definitive Agreement","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.98,"reasoning":"This Item 1.01 discloses entry into a definitive Business Combination Agreement between Bold Eagle Acquisition Corp. (a SPAC) and REDLattice, whereby REDLattice will merge with Bold Eagle's subsidiary and become a publicly traded company. The transaction values REDLattice at $1.25 billion enterprise value and involves a domestication of Bold Eagle from Cayman Islands to Delaware, followed by a merger resulting in REDLattice as a wholly-owned subsidiary of the resulting public company. This is a material acquisition/change of control transaction requiring shareholder approval and expected to close year-end 2026.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-28T12:18:08.080155+00:00","company_name":"Bold Eagle Acquisition Corp.","ticker":"BEAGR","filing_date":"2026-09-28"},{"id":39346,"accession_number":"0001213900-26-103758","item_number":"3.02","item_title":"Unregistered Sales","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.95,"reasoning":"Item 3.02 discloses unregistered sales of equity securities in connection with a business combination. The filing explicitly references issuance of PubCo Common Stock to Ultimate Holdings, PIPE Shares, Convertible Notes, and Underlying Shares pursuant to Subscription Agreements, all relying on Section 4(a)(2) exemption. The press release confirms $335 million of committed capital including $275 million of convertible notes and $60 million of common stock PIPE, representing a classic dilutive private placement structure typical of SPAC transactions.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-28T12:18:08.080155+00:00","company_name":"Bold Eagle Acquisition Corp.","ticker":"BEAGR","filing_date":"2026-09-28"},{"id":39347,"accession_number":"0001213900-26-103758","item_number":"7.01","item_title":"Regulation FD Disclosure.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.98,"reasoning":"Bold Eagle and REDLattice announced entry into a definitive Business Combination Agreement on September 28, 2026, valuing REDLattice at $1.25 billion pre-money enterprise value and providing approximately $610 million in gross proceeds. This is a material acquisition/change of control transaction disclosed under Item 7.01 (Regulation FD Disclosure), with the Business Combination Agreement filed as Exhibit 2.1. The transaction is expected to close around year-end 2026 subject to shareholder approval and customary closing conditions.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-28T12:18:08.080155+00:00","company_name":"Bold Eagle Acquisition Corp.","ticker":"BEAGR","filing_date":"2026-09-28"}]}
