Launch Two Acquisition Corp. filed a Form 8-K on August 18, 2026, disclosing the creation of a direct financial obligation through an $848,000 Working Capital Promissory Note entered into with its sponsor on August 17, 2026.

Key Highlights

  • Loan principal: The Sponsor loaned the Company $848,000, of which $750,000 represents cash proceeds advanced on August 7, 2026, with the remaining $98,000 comprising a $48,000 interest reserve and up to $50,000 for fees and expense reimbursements.
  • Interest rate: The Working Capital Note carries an annual interest rate of 8%, payable monthly in arrears, with a default rate of an additional 18%, for a total of 26%, subject to applicable law.
  • Prepayment penalty: A 10% prepayment penalty applies, and the note is prepayable only with written consent of the Sponsor.
  • Collateral pledged: The Sponsor pledged 2,932,500 Class B ordinary shares, representing approximately 51% of founder shares owned by the Sponsor, as collateral under the related Credit Agreement.
  • Consideration Shares: Upon consummation of the Company's initial business combination, the Sponsor will transfer 150,000 Class B ordinary shares to the Lender as partial consideration for the loan.
  • Consulting agreement: The Sponsor agreed to sell 350,000 Class B ordinary shares to Strategic Capital Advisories at $0.04 per share, concurrently with the consummation of the Company's initial business combination, in exchange for consulting services.

Launch Two Acquisition Corp. Secures Working Capital Financing Ahead of Business Combination

According to the filing, Launch Two Acquisition Corp. (NASDAQ:LPBB) entered into a Working Capital Promissory Note on August 17, 2026, with Launch Two Sponsor, LLC. The Company disclosed that its board of directors and management determined to secure additional working capital "to fund past and ongoing operational expenses" given the Company's limited cash balance. The Sponsor, in turn, obtained the funds through a Credit Agreement with SRX Global Inc., which loaned the Sponsor $848,000 on substantially the same terms as those passed through to the Company.

The Working Capital Note matures at the earliest of: consummation of the Company's initial business combination, the effective date of the Company's winding up, or the six-month anniversary of the issuance date. The filing notes the Company may extend maturity by two months, with a fee equal to 1% of the outstanding principal balance, and thereafter by an additional three months, with a fee equal to 1.5% of the outstanding principal balance. The Sponsor's loan under the Credit Agreement is described as non-recourse, with the Lender's sole recourse upon default being foreclosure on the pledged collateral.

In connection with these transactions, the Company, the Sponsor, Cantor Fitzgerald and Co. as underwriter representative, and NuCube Energy, Inc. entered into a waiver letter, according to the filing. This waiver permitted the pledge of collateral under the Credit Agreement and Pledge Agreement, the transfer of the Consideration Shares to the Lender, and the sale of Consulting Shares to Strategic Capital Advisories - all of which would otherwise have been restricted under the Insider Letter dated October 7, 2024. The filing states that the Credit Agreement and Pledge Agreement "solely bind the Sponsor and do not restrict the actions of the Company."

What Was Disclosed

The filing reported the creation of an $848,000 Working Capital Promissory Note, the Sponsor's related Credit Agreement with SRX Global Inc., a pledge of approximately 51% of the Sponsor's founder shares as collateral, a consulting arrangement involving 350,000 Class B shares, and an insider lock-up waiver.