Black Spade Sponsor LLC II - Jun 3, 2025 Form 4 Insider Report for Black Spade Acquisition II Co (BSII)

Role: 10%+ Owner
Signature: /s/ Black Spade Sponsor LLC II, By: /s/ Chi Wai Dennis Tam, as authorized signatory
Stock symbol: BSII
Transactions as of: Jun 3, 2025
Transactions value $: $0
Form type: 4
Date filed: 6/4/2025, 06:08 PM
Previous filing: Aug 23, 2024
SEC: View on sec.gov

Reporting Owners (1)

Name	Relationship	Address	Signature	Signature date	CIK
Black Spade Sponsor LLC II	10%+ Owner	SUITE 2902, 29/F, THE CENTRIUM, 60 WYNDHAM STREET, CENTRAL, HONG KONG, HONG KONG	/s/ Black Spade Sponsor LLC II, By: /s/ Chi Wai Dennis Tam, as authorized signatory	2025-06-04	0002025067

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	BSII	Class B ordinary shares	Disposed to Issuer		-3.27M	-100%		0	Jun 3, 2025	Class A ordinary shares	3.27M		Direct	F1, F2
transaction	BSII	Private Placement Warrants	Disposed to Issuer		-11.1M	-100%		0	Jun 3, 2025	Class A ordinary shares	11.1M		Direct	F2, F3

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Black Spade Sponsor LLC II is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id	Content
F1	Pursuant to the Business Combination Agreement, dated as of January 27, 2025, by and among the Issuer, The Generation Essentials Group (previously World Media and Entertainment Universal Inc.) ("TGE") and WME Merger Sub Limited ("Merger Sub") (the "Business Combination Agreement"), on June 3, 2025, Merger Sub merged with and into the Issuer, with the Issuer surviving the merger as a wholly owned subsidiary of TGE, and each Class B ordinary share was cancelled in exchange for the right to receive one class A ordinary share of TGE.
F2	The reporting person is the record holder of the ordinary shares reported herein. There are three managers of the reporting person. Each manager has one vote, and the approval of two of the three managers is required to approve an action of the reporting person. Under the so-called "rule of three," if voting and dispositive decisions regarding an entity's securities are made by two or more individuals, and a voting and dispositive decision requires the approval of a majority of those individuals, then none of the individuals is deemed a beneficial owner of the entity's securities. Therefore, no individual manager of the reporting person exercises voting or dispositive control over any of the securities held by the reporting person, even those in which he directly holds a pecuniary interest. Accordingly, none of them are deemed to have or share beneficial ownership of the reported securities.
F3	Pursuant to the Business Combination Agreement and the Assignment, Assumption and Amendment Agreement, dated as of June 3, 2025, by and among the Issuer, TGE and Continental Stock Transfer & Trust Company, as warrant agent, on June 3, 2025, Merger Sub merged with and into the Issuer, with the Issuer surviving the merger as a wholly owned subsidiary of TGE, and each Private Placement Warrant exchanged for one TGE warrant, each exercisable for one class A ordinary share of TGE.