Material Event - Form 8-K

Item 8.01. Other Events.

As previously reported on September 15, 2023, Global Partner Acquisition Corp II (the "Company") announced that the board of directors of the Company (the "Board") had determined not to continue to extend the date by which the Company must complete its initial business combination as permitted under the Company's amended and restated memorandum and articles of association, and that the Company intended to discontinue its pursuit of an initial business combination and liquidate the Company's trust account (the "Trust Account").

However, due to (i) the Company's Sponsor's determination to make the required payment to the Trust Account to provide for extension of the date by which the Company must complete its initial business combination from September 14, 2023 to October 14, 2023, including applicable interest thereon, and (ii) the Company's negotiation of a non-binding letter of intent with respect to an initial business combination, the Board has subsequently determined that it is in the best interests of the Company and its stockholders (i) to continue its pursuit of an initial business combination (and not liquidate the Company's Trust Account at this time), (ii) to extend the date by which the Company must complete an initial business combination, (iii) not to redeem all of the outstanding Class A ordinary shares, par value $0.0001 per share of the Company (the "Class A Ordinary Shares") and (iv) to allow for the continued trading of its Class A Ordinary Shares and warrants on the Nasdaq Stock Market LLC.

Forward-Looking Statements

This Current Report on Form 8-K includes "forward-looking statements" within the meaning of the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995. Certain of these forward-looking statements can be identified by the use of words such as "believes," "expects," "intends," "plans," "estimates," "assumes," "may," "should," "will," "seeks," or other similar expressions. These statements are based on current expectations on the date of this Form 8-K and involve a number of risks and uncertainties that may cause actual results to differ significantly. The Company does not assume any obligation to update or revise any such forward-looking statements, whether as the result of new developments or otherwise. Readers are cautioned not to put undue reliance on forward-looking statements.