No recent public news coverage impacting the business model or operations was identified.

The company’s experienced management team and Board have a track record of successful SPAC transactions, including a prior Business Combination with Freightos Limited. The focus on Israeli companies in high-growth, technology-driven sectors aligns with a globally recognized innovation hub, potentially providing access to attractive acquisition targets. The company’s capital structure, including proceeds held in a Trust Account, provides financial resources to pursue a Business Combination. The company’s governance and lock-up agreements with the Sponsor may align interests toward successful deal execution.

The company has not yet identified a Business Combination target and faces the risk of failing to complete a transaction by the December 24, 2026 deadline, which would result in liquidation and return of Trust Account funds to shareholders. The Sponsor’s ownership of Founder Shares and Private Placement Units may cause material dilution to Public Shareholders upon conversion or exercise. The company’s focus on Israeli targets excludes certain large markets such as China, Hong Kong, and Macau, potentially limiting the target universe. The absence of operating revenues and reliance on a single Business Combination event expose investors to execution risk. Market and regulatory conditions may also impact the ability to consummate a Business Combination.

As a SPAC, Gesher Acquisition Corp. II’s moat is primarily derived from its management team’s experience and relationships, particularly in the Israeli technology and innovation ecosystem. The company’s focus on sectors such as mobility, electric vehicles, autonomy, robotics, agricultural technologies, and financial technology leverages management’s prior investment and collaboration history. The company’s ability to access a pipeline of potential Business Combination targets in Israel, a leading global hub for technology startups, provides a strategic advantage. However, as a blank check company without operating revenues or assets beyond the Trust Account, its competitive position depends heavily on successful identification and execution of a Business Combination.

• Execution Risk: The company must complete its initial Business Combination by December 24, 2026, or liquidate, posing a risk if a suitable target is not identified or the transaction is not consummated in time.
• Dilution Risk: The Sponsor’s Founder Shares and Private Placement Units may convert into Class A Ordinary Shares, causing material dilution to Public Shareholders.
• Concentration Risk: The company’s focus on Israeli companies excludes certain geographic markets, which may limit the pool of potential Business Combination targets.
• Operational Risk: As a blank check company with no operating revenues, the company’s value depends entirely on the successful identification and execution of a Business Combination.
• Regulatory and Market Risk: Changes in regulatory requirements or market conditions could affect the company’s ability to complete a Business Combination or maintain its Nasdaq listing.

• Gesher Acquisition Corp. II is a blank check company incorporated on August 29, 2024, as a Cayman Islands exempted company formed to effect a Business Combination with one or more businesses or entities.
• The company has not selected any specific Business Combination target as of the latest filings and has generated no operating revenues to date.
• The company completed its Initial Public Offering (IPO) on March 24, 2025, raising gross proceeds of approximately $143.75 million from the sale of 14,375,000 Public Units at $10.00 per unit.
• Simultaneously, a private placement raised approximately $5.66 million from the Sponsor and BTIG.
• A total of $144.18 million from the IPO and private placement proceeds was placed in a Trust Account.
• The company’s management team is led by CEO Ezra Gardner and CFO Caroline Fu, with a Board of Directors including five independent directors.
• The company’s business strategy focuses on pursuing a Business Combination with target businesses primarily located in Israel, especially those conducting business internationally in Asia, Europe, or North America, excluding entities incorporated or principally operating in China, Hong Kong, or Macau.
• The company targets industries including mobility and electric vehicles, autonomy and robotics, agricultural technologies, and financial technology, focusing on companies with competitive advantages and disruptive technology.
• The company’s initial Business Combination must be completed by December 24, 2026, or earlier if approved by the Board or shareholders, or the company will liquidate and distribute Trust Account funds.
• The company’s Sponsor holds Founder Shares and Private Placement Units, which may cause material dilution to Public Shareholders upon conversion or exercise.
• The company’s financial snapshot as of June 30, 2026, shows current assets of $435,611 and current liabilities of $436,184, resulting in a current ratio of 1.0 and a cash ratio of 0.
• The company reported net income of $944,152 for the quarter ending June 30, 2026, despite having no operating revenues, consistent with SPAC accounting.
• The company is not currently engaged in operations and intends to use proceeds from the IPO, private placement, and other financing methods to effectuate its initial Business Combination.
• Risk factors disclosed in prior filings remain applicable with no material changes as of the latest quarterly report.
• The company’s Sponsor and management have lock-up agreements restricting transfer of Founder Shares and Private Placement Units, which may be amended without shareholder approval.