SCHEDULE: LMR Partners Discloses 5.7% Stake in Andretti Acquisition Corp. II
Beneficial Ownership Disclosure
LMR Partners and its affiliates have reported a 5.7% beneficial ownership stake in Andretti Acquisition Corp. II, totaling 1,350,000 Class A Ordinary Shares as of December 31, 2025.
Summary
- LMR Partners LLP, along with its affiliated investment managers (LMR Partners Limited, LMR Partners LLC, LMR Partners AG, LMR Partners (DIFC) Limited, and LMR Partners (Ireland) Limited), and controlling individuals Ben Levine and Stefan Renold, collectively reported beneficial ownership of 1,350,000 Class A Ordinary Shares of Andretti Acquisition Corp. II.
- This ownership represents approximately 5.7% of the outstanding Class A Ordinary Shares, based on 23,760,000 shares outstanding as of November 10, 2025.
- The shares are directly held by LMR Multi-Strategy Master Fund Limited and LMR CCSA Master Fund Ltd, with each fund holding 675,000 Class A Ordinary Shares.
- In addition to the shares, each fund also holds warrants to purchase 425,000 Class A Ordinary Shares, totaling 850,000 warrants. These warrants have an exercise price of $11.50 per share and become exercisable 30 days after the completion of the Issuer's initial business combination.
Sentiment
Score: 6
Explanation: StockSavvy.ai views this as a neutral to slightly positive disclosure, reflecting significant institutional interest in Andretti Acquisition Corp. II without indicating any immediate operational changes or concerns.
Positives
- Significant institutional investment from LMR Partners, indicating confidence in Andretti Acquisition Corp. II.
- LMR Partners' certification states the securities were acquired and are held in the ordinary course of business, not for influencing control, suggesting a passive investment intent.
Risks
- The warrants held by LMR Master Fund and LMR CCSA Master Fund are exercisable only 30 days after the completion of the Issuer's initial business combination, and will expire five years after completion or earlier upon redemption or liquidation, introducing uncertainty regarding their value realization.
- The value of the investment is tied to the successful completion of Andretti Acquisition Corp. II's initial business combination.
Future Outlook
The filing does not provide a future outlook for Andretti Acquisition Corp. II, but the exercisability of warrants is contingent on the completion of the Issuer's initial business combination.
Management Comments
- The Reporting Persons certified that the securities were acquired and are held in the ordinary course of business and not for the purpose or with the effect of changing or influencing the control of the issuer.
Industry Context
StockSavvy.ai notes that Schedule 13G filings are routine disclosures by institutional investors who acquire more than 5% of a company's stock with a passive investment intent. LMR Partners' significant stake in Andretti Acquisition Corp. II, a SPAC, highlights continued institutional interest in special purpose acquisition companies, particularly as they seek to identify and complete business combinations.
Comparison to Industry Standards
- StockSavvy.ai observes that a 5.7% stake is a substantial position for an institutional investor in a SPAC, aligning with typical large institutional holdings seen in similar vehicles like Churchill Capital Corp IV (CCIV) or Pershing Square Tontine Holdings (PSTH) during their pre-deal phases.
- While specific comparable projects or results are not detailed in this filing, such a stake suggests LMR Partners sees potential in Andretti Acquisition Corp. II's eventual de-SPAC transaction, similar to how major funds position themselves in other SPACs anticipating significant mergers.
Stakeholder Impact
- Shareholders: The disclosure of a significant institutional stake by LMR Partners may be viewed positively, potentially signaling confidence in the company's prospects and attracting further investor interest.
- Management: The passive nature of the investment, as certified by LMR Partners, suggests no immediate intent to influence control, allowing current management to proceed with their strategic plans.
Next Steps
- The warrants held by the reporting persons will become exercisable 30 days after the completion of the Issuer's initial business combination.
Key Dates
| Date | Description |
|---|---|
| 2025-11-10 | Date of outstanding Class A Ordinary Shares reported in Issuer's Form 10-Q (23,760,000 shares). |
| 2025-12-31 | Date of event requiring the filing of this statement, reflecting the beneficial ownership stake. |
| 2026-02-17 | Filing date of the Schedule 13G Amendment No. 1. |
Recommendation
holdThis Schedule 13G filing primarily serves as a disclosure of a significant institutional ownership stake by LMR Partners. While it signals institutional confidence, it does not provide new operational or financial data to warrant a 'buy' or 'sell' recommendation. The investment is passive, and the future performance hinges on the successful completion of a business combination, which remains uncertain. Therefore, a 'hold' recommendation is appropriate for existing investors, awaiting further strategic developments from Andretti Acquisition Corp. II.
Keywords
Andretti Acquisition Corp. II, LMR Partners, Schedule 13G, Beneficial Ownership, Class A Ordinary Shares, Warrants, Institutional Investment, SPAC, G26745102
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