{"filing":{"accession_number":"0001829126-26-008146","cik":"0002122392","ticker":null,"company_name":"Pelican Acquisition II Corp","form":"8-K","filing_date":"2026-07-31","report_date":"2026-07-29","primary_document":"pelicanacq2_8k.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/2122392/000182912626008146/pelicanacq2_8k.htm"},"events":[{"id":22911,"run_id":20748,"accession_number":"0001829126-26-008146","anchor_item_number":"1.01","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.75,"summary":"Pelican Acquisition II Corp completed its IPO on July 27, 2026, and entered into multiple material definitive agreements in connection with the offering, including underwriting, rights, trust, registration rights, and escrow agreements.","company_name":"Pelican Acquisition II Corp","ticker":null,"filing_date":"2026-07-31","form":"8-K","submitted_at":null,"items":[{"id":23013,"accession_number":"0001829126-26-008146","item_number":"1.01","item_title":"Entry into a Material Definitive Agreement.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.75,"reasoning":"Item 1.01 discloses entry into multiple material definitive agreements in connection with Pelican Acquisition II's IPO closing on July 27, 2026, including underwriting, rights, trust, registration rights, and escrow agreements. While the primary event is the IPO itself (a capital-raising transaction), the Item 1.01 classification and the enumeration of \"material definitive agreements\" suggest the filing treats this as a material transaction event. However, this is technically an IPO/capital raise rather than a traditional M\u0026A activity (merger, acquisition, or change of control), so the classification reflects some ambiguity between debt_issuance (equity issuance), dilutive_issuance (private placement), or operational_other (IPO as a strategic milestone). The ma_activity classification is chosen because Item 1.01 is the designated item for material transactions and the filing emphasizes the agreements' materiality, though an argument could be made for financial_other or operational_other as the IPO is a capital-raising event rather than an acquisition or merger.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-02T02:39:24.702007+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":22912,"run_id":20748,"accession_number":"0001829126-26-008146","anchor_item_number":"3.02","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.95,"summary":"The Company completed a private placement of 386,500 units at $10.00 per unit ($3.865 million gross proceeds) to the sponsor Pelican II Capital Solutions Limited and EarlyBirdCapital, Inc., pursuant to Section 4(a)(2) exemption, concurrent with the IPO closing.","company_name":"Pelican Acquisition II Corp","ticker":null,"filing_date":"2026-07-31","form":"8-K","submitted_at":null,"items":[{"id":23014,"accession_number":"0001829126-26-008146","item_number":"3.02","item_title":"Unregistered Sales of Equity Securities.","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.95,"reasoning":"Item 3.02 discloses a private placement of 386,500 units at $10.00 per unit ($3.865 million gross proceeds) occurring simultaneously with the IPO. The units were sold to the sponsor (Pelican II Capital Solutions Limited) and EarlyBirdCapital, Inc. pursuant to Section 4(a)(2) exemption, with transfer restrictions and registration rights. This is a classic dilutive private placement concurrent with a public offering, material to investors assessing capitalization and ownership structure.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-02T02:39:24.702007+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":22913,"run_id":20748,"accession_number":"0001829126-26-008146","anchor_item_number":"5.02","event_type":"exec_appointment","event_domain":"governance","is_material":true,"confidence":0.92,"summary":"Three independent directors—Daniel M. McCabe, Becky Fallon, and Sean Michael Deegan—were appointed to the Board effective July 23, 2026, in connection with the Company's IPO, with assignments to audit and compensation committees.","company_name":"Pelican Acquisition II Corp","ticker":null,"filing_date":"2026-07-31","form":"8-K","submitted_at":null,"items":[{"id":23015,"accession_number":"0001829126-26-008146","item_number":"5.02","item_title":"Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.","event_type":"exec_appointment","event_domain":"governance","is_material":true,"confidence":0.92,"reasoning":"The Item 5.02 disclosure centers on the appointment of three independent directors—Daniel M. McCabe, Becky Fallon, and Sean Michael Deegan—to the Board effective July 23, 2026, in connection with the Company's IPO registration statement effectiveness. The filing specifies their committee assignments (audit and compensation committees) and identifies Sean Michael Deegan as an audit committee financial expert. This is a material governance event for a newly public blank-check company establishing its board structure.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-02T02:39:24.702007+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":22914,"run_id":20748,"accession_number":"0001829126-26-008146","anchor_item_number":"5.03","event_type":"governance_other","event_domain":"governance","is_material":false,"confidence":0.75,"summary":"The Company adopted Amended and Restated Memorandum and Articles of Association on July 23, 2026, effective upon Registration Statement effectiveness, as a routine corporate formality in connection with the IPO.","company_name":"Pelican Acquisition II Corp","ticker":null,"filing_date":"2026-07-31","form":"8-K","submitted_at":null,"items":[{"id":23016,"accession_number":"0001829126-26-008146","item_number":"5.03","item_title":"Amendments to Articles of Incorporation or Bylaws.","event_type":"governance_other","event_domain":"governance","is_material":false,"confidence":0.75,"reasoning":"Item 5.03 discloses adoption of Amended and Restated Memorandum and Articles of Association on July 23, 2026, effective upon Registration Statement effectiveness. This is a routine governance/corporate formality for a blank-check company completing its IPO. While the IPO itself (disclosed in supplemental exhibits) is material, the bylaw amendment is administrative and does not constitute a material event distinct from the standard IPO process.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-02T02:39:24.702007+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":23013,"accession_number":"0001829126-26-008146","item_number":"1.01","item_title":"Entry into a Material Definitive Agreement.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.75,"reasoning":"Item 1.01 discloses entry into multiple material definitive agreements in connection with Pelican Acquisition II's IPO closing on July 27, 2026, including underwriting, rights, trust, registration rights, and escrow agreements. While the primary event is the IPO itself (a capital-raising transaction), the Item 1.01 classification and the enumeration of \"material definitive agreements\" suggest the filing treats this as a material transaction event. However, this is technically an IPO/capital raise rather than a traditional M\u0026A activity (merger, acquisition, or change of control), so the classification reflects some ambiguity between debt_issuance (equity issuance), dilutive_issuance (private placement), or operational_other (IPO as a strategic milestone). The ma_activity classification is chosen because Item 1.01 is the designated item for material transactions and the filing emphasizes the agreements' materiality, though an argument could be made for financial_other or operational_other as the IPO is a capital-raising event rather than an acquisition or merger.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-02T02:39:24.702007+00:00","company_name":"Pelican Acquisition II Corp","ticker":null,"filing_date":"2026-07-31"},{"id":23014,"accession_number":"0001829126-26-008146","item_number":"3.02","item_title":"Unregistered Sales of Equity Securities.","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.95,"reasoning":"Item 3.02 discloses a private placement of 386,500 units at $10.00 per unit ($3.865 million gross proceeds) occurring simultaneously with the IPO. The units were sold to the sponsor (Pelican II Capital Solutions Limited) and EarlyBirdCapital, Inc. pursuant to Section 4(a)(2) exemption, with transfer restrictions and registration rights. This is a classic dilutive private placement concurrent with a public offering, material to investors assessing capitalization and ownership structure.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-02T02:39:24.702007+00:00","company_name":"Pelican Acquisition II Corp","ticker":null,"filing_date":"2026-07-31"},{"id":23015,"accession_number":"0001829126-26-008146","item_number":"5.02","item_title":"Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.","event_type":"exec_appointment","event_domain":"governance","is_material":true,"confidence":0.92,"reasoning":"The Item 5.02 disclosure centers on the appointment of three independent directors—Daniel M. McCabe, Becky Fallon, and Sean Michael Deegan—to the Board effective July 23, 2026, in connection with the Company's IPO registration statement effectiveness. The filing specifies their committee assignments (audit and compensation committees) and identifies Sean Michael Deegan as an audit committee financial expert. This is a material governance event for a newly public blank-check company establishing its board structure.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-02T02:39:24.702007+00:00","company_name":"Pelican Acquisition II Corp","ticker":null,"filing_date":"2026-07-31"},{"id":23016,"accession_number":"0001829126-26-008146","item_number":"5.03","item_title":"Amendments to Articles of Incorporation or Bylaws.","event_type":"governance_other","event_domain":"governance","is_material":false,"confidence":0.75,"reasoning":"Item 5.03 discloses adoption of Amended and Restated Memorandum and Articles of Association on July 23, 2026, effective upon Registration Statement effectiveness. This is a routine governance/corporate formality for a blank-check company completing its IPO. While the IPO itself (disclosed in supplemental exhibits) is material, the bylaw amendment is administrative and does not constitute a material event distinct from the standard IPO process.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-02T02:39:24.702007+00:00","company_name":"Pelican Acquisition II Corp","ticker":null,"filing_date":"2026-07-31"}]}
