Trasteel and Sizzle II File Draft F-4 for SPAC Merger With SEC
Global steel trader Trasteel and Nasdaq SPAC Sizzle II have confidentially submitted a draft F-4 registration statement ahead of their planned merger.
Swiss-Luxembourg steel trading group Trasteel Holding S.A. and Nasdaq-listed special purpose acquisition company Sizzle Acquisition Corp. II (SZZL) disclosed Thursday that a newly formed Luxembourg holding entity, Trasteel S.A., confidentially submitted a draft Form F-4 registration statement to the U.S. Securities and Exchange Commission on September 30, 2026, marking a key regulatory step toward completing their proposed business combination.
The F-4 filing is tied to a business combination agreement the two parties signed on April 13, 2026, and subsequently amended. Under the deal structure, Trasteel S.A. — designated as the future public holding company — would serve as the combined entity once the transaction closes, bringing Trasteel's global steel trading and industrial operations onto U.S. public markets through Sizzle II's existing Nasdaq listing.
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Confidential submissions allow companies to engage with SEC staff and address regulatory comments before a public registration statement goes live, a process commonly used in SPAC mergers to streamline the review timeline. The companies have not yet disclosed a target closing date or the financial terms underpinning the valuation of the combined business.
Trasteel is headquartered across Lugano, Switzerland, and Bertrange, Luxembourg, and operates as a global steel trading and industrial group. Sizzle II is a blank-check company formed specifically to identify and complete an acquisition, and the Trasteel deal represents its announced target. Investors and market participants will be watching for the public version of the registration statement, which will contain detailed financial disclosures and merger terms.
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