Terra Quantum AG Set to Go Public in \$3.25 Billion SPAC Merger With Mountain Lake Acquisition Corp. II
St. Gallen, Switzerland and Incline Village, NV, USA – April 9, 2026: Terra Quantum AG, a leading quantum technology company, and Mountain Lake Acquisition Corp. II (Nasdaq: MLAA), a US-listed special purpose acquisition company (SPAC), have announced the signing of a non-binding letter of intent (LOI) to merge, valuing Terra Quantum at \$3.25 billion. The planned business combination, if completed, would result in Terra Quantum becoming a publicly listed company, significantly increasing its access to capital markets and accelerating its global expansion and product development plans.
Key Points from the Report
- Valuation and Structure: The proposed business combination values Terra Quantum at \$3.25 billion, reflecting strong confidence in the company’s differentiated quantum algorithms, software, quantum security, and hybrid quantum-classical solutions. The deal is structured as a merger with MLAA (MLAC II), a Nasdaq-listed SPAC.
- Strategic Rationale: The transaction is expected to enable Terra Quantum to:
- Accelerate commercialization of its quantum technologies
- Strengthen its balance sheet to support global operational scaling
- Expand partnerships with enterprise and government customers
- Enhance its visibility and positioning within the quantum computing sector
- Commercial Traction: Terra Quantum has established commercial relationships across a diverse range of industries, including defense, finance, pharmaceuticals, and logistics, which are all sectors with significant potential for quantum computing applications.
- Leadership Commentary:
- Markus Pflitsch, Chairman & CEO of Terra Quantum, emphasized that the transaction marks a significant milestone, enabling the company to accelerate innovation, deepen customer engagement, and expand its global footprint.
- Paul Grinberg, Chairman & CEO of MLAC II, noted Terra Quantum’s unique positioning at the forefront of the quantum revolution and highlighted the management team’s distinguished backgrounds in both science and technology commercialization.
- Advisors:
- Cohen & Company Capital Markets is acting as exclusive financial and capital markets advisor to Terra Quantum, with multiple legal advisors (Heussen Rechtsanwaltsgesellschaft mbH, Kellerhals Carrard, Winston & Strawn LLP, Niedermann Rechtsanwälte).
- BTIG is financial and capital markets advisor to MLAC II, with Lowenstein Sandler LLP and Lenz & Staehelin as legal counsel.
Important Information for Shareholders
- Deal Status: The LOI is non-binding and the transaction is subject to negotiation of a definitive agreement, satisfactory due diligence, board and shareholder approvals, regulatory approvals, and other customary conditions. There is no guarantee that the deal will be consummated or on what terms.
- Regulatory Process: If the definitive agreement is signed, a registration statement (Form S-4 or F-4) with a preliminary proxy statement/prospectus will be filed with the US Securities and Exchange Commission (SEC). Shareholders are advised to read all SEC filings carefully when they become available, as they will contain vital information for voting and investment decisions.
- Potential Price Sensitivity:
- The announcement of a \$3.25 billion valuation and the prospect of Terra Quantum becoming publicly listed could be highly price sensitive for both Terra Quantum’s and MLAA’s securities, especially given the company’s position in the fast-growing quantum technology sector and its strategic customer base.
- Risks include the possibility that the transaction may not be completed, which could result in volatility or a reversion in MLAA’s share price. Additionally, failure to secure approvals or regulatory clearance could adversely affect the deal’s outcome.
- The announcement may attract speculative trading given the high-profile nature of quantum technology and the involvement of established advisors and management teams.
- Forward-Looking Statements: The press release contains forward-looking statements regarding the benefits of the proposed business combination, Terra Quantum’s business prospects, market opportunities, and the anticipated timing of the transaction. These projections are subject to significant risks and uncertainties, including market, regulatory, and geopolitical factors (such as the Russia-Ukraine conflict).
About the Companies
- Terra Quantum AG: Headquartered in St. Gallen, Switzerland, Terra Quantum is a leading quantum technology company focused on developing quantum algorithms, software, and hybrid solutions. The company partners with enterprises and institutions globally to unlock quantum computing’s potential today.
- Mountain Lake Acquisition Corp. II (MLAA): A Nasdaq-listed blank check company targeting high-growth, innovative technology businesses. Led by Chairman and CEO Paul Grinberg, MLAA aims to facilitate mergers and business combinations with sector leaders.
Next Steps
If a definitive agreement is reached, detailed documentation will be filed with the SEC, including information about the transaction structure, shareholder voting procedures, and potential impacts on share value. Shareholders and investors are encouraged to monitor further announcements and review all SEC filings for material developments.
Contact Information
Disclaimer: This article is for informational purposes only and does not constitute an offer to sell or a solicitation of an offer to buy any securities, nor should it be considered investment advice. Completion of the proposed transaction is subject to negotiation of a definitive agreement, regulatory approvals, and other customary conditions. There is no assurance that the transaction will be completed or on the terms described. Investors should review all SEC filings and consult their financial advisors before making any investment decisions.
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