Steel trading and industrial group Trasteel has taken another step towards a Nasdaq listing through its planned merger with special purpose acquisition company (SPAC) Sizzle Acquisition Corp. II, the companies say in a joint note.
On 30 September, Trasteel S.A, a new Luxembourg holding company set up for the deal, submitted a draft registration statement on Form F-4 to the US Securities and Exchange Commission (SEC). The document relates to the business combination agreement the parties signed on 13 April 2026, which has since been amended.
The registration statement has not yet been formally filed or declared effective. It remains subject to SEC review, Kallanish notes.
Under the deal, the new holding company will acquire all of Trasteel’s shares in exchange for its own ordinary shares. Its wholly owned subsidiary, Trasteel Merger Sub Limited, will merge into Sizzle II. Both Trasteel and Sizzle II will then become subsidiaries of the holding company.
The transaction, expected to close by end of 2026, still needs the SEC to declare the registration statement effective, and Sizzle II shareholders must approve it, among other conditions. After closing, the new holding company is expected to trade on Nasdaq under the ticker TSTL.
Trasteel is headquartered in Lugano, Switzerland, and in Luxembourg. Sizzle Acquisition Corp. II is a Cayman Islands-based special purpose acquisition company listed on Nasdaq under the ticker Szzl. Trasteel intends to use proceeds from this transaction for strategic acquisitions and investments.
The transaction values Trasteel at a pre-money equity value of $800 million. The value of the combined company is expected to be approximately $1.3 billion, assuming no redemptions by public shareholders of Sizzle II. (see Kallanish passim).
