8-K
filed November 28, 2025, 6:59 PM ET
ticker SCII
CIK 0002076739
other material
confidence high
sentiment neutral
materiality 0.75
SC II Acquisition Corp. closes $172.5M IPO and $2.55M private placement
SC II Acquisition Corp.
- Sold 17,250,000 units at $10.00/unit, including full over-allotment exercise.
- Concurrent private placement of 255,000 units to Sponsor raised $2.55M.
- $172.5M from IPO and private placement deposited into trust account.
- Appointed Seth Farbman, Rachel Vidal Regev, and Yariv Cohen as independent directors.
- Units trade on Nasdaq as SCIIU; separate trading of shares and rights expected under SCII and SCIIR.
Key facts
Extracted from this filing and checked against the source text.
Equity Issuances
SEC 8-K Item 3.02/3.03
confidence 0.9
SC II Acquisition Corp. issued 255,000 units of unit to SC Capital II Sponsor, LLC for $10.00 per Private Placement Unit.
- Security
- unit
- Shares
- 255,000 units
- Purchaser
- SC Capital II Sponsor, LLC
- Consideration
- $10.00 per Private Placement Unit
Exact text from the filing
the Company completed the private sale of an aggregate of 255,000 units (the “Private Placement Units”) to the Sponsor at a price of $10.00 per Private Placement Unit.
View on SEC.gov
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.9
SC II Acquisition Corp.: Filed amended and restated memorandum and articles of association in connection with IPO (effective 2025-11-25).
- Change
- charter amendment
- Effective
- 2025-11-25
Exact text from the filing
On November 25, 2025, in connection with the IPO, the Company filed its amended and restated memorandum and articles of association (the “Amended and Restated Memorandum and Articles of Association”) with the Cayman Islands Registrar of Companies, which was effective on November 25, 2025.
View on SEC.gov
Material Agreements
SEC 8-K Item 1.01/1.02
confidence 0.9
SC II Acquisition Corp. entered into Private Placement Units Purchase Agreement with SC Capital II Sponsor, LLC (effective 2025-11-25).
- Action
- entry
- Agreement
- equity purchase
- Counterparty
- SC Capital II Sponsor, LLC
- Effective
- 2025-11-25
Exact text from the filing
A Private Placement Units Purchase Agreement, dated November 25, 2025 (the “Sponsor Private Placement Units Purchase Agreement”), by and between the Company and the Sponsor
View on SEC.gov
Material Agreements
SEC 8-K Item 1.01/1.02
confidence 0.9
SC II Acquisition Corp. entered into Registration Rights Agreement with SC Capital II Sponsor, LLC and certain security holders (effective 2025-11-25).
- Action
- entry
- Counterparty
- SC Capital II Sponsor, LLC and certain security holders
- Effective
- 2025-11-25
Exact text from the filing
A Registration Rights Agreement, dated November 25, 2025, by and among the Company, SC Capital II Sponsor, LLC (the “Sponsor”) and certain security holders
View on SEC.gov
Material Agreements
SEC 8-K Item 1.01/1.02
confidence 0.9
SC II Acquisition Corp. entered into Rights Agreement with Continental Stock Transfer & Trust Company (effective 2025-11-25).
- Action
- entry
- Counterparty
- Continental Stock Transfer & Trust Company
- Effective
- 2025-11-25
Exact text from the filing
A Rights Agreement, dated November 25, 2025, by and between the Company and Continental Stock Transfer & Trust Company, as Share Rights agent
View on SEC.gov
Material Agreements
SEC 8-K Item 1.01/1.02
confidence 0.9
SC II Acquisition Corp. entered into Underwriting Agreement with D. Boral Capital LLC (effective 2025-11-25).
- Action
- entry
- Agreement
- underwriting
- Counterparty
- D. Boral Capital LLC
- Effective
- 2025-11-25
Exact text from the filing
An Underwriting Agreement, dated November 25, 2025, by and between the Company and D. Boral Capital LLC, as representative of the several underwriters
View on SEC.gov
Material Agreements
SEC 8-K Item 1.01/1.02
confidence 0.9
SC II Acquisition Corp. entered into Investment Management Trust Agreement with Continental Stock Transfer & Trust Company (effective 2025-11-25).
- Action
- entry
- Counterparty
- Continental Stock Transfer & Trust Company
- Effective
- 2025-11-25
Exact text from the filing
An Investment Management Trust Agreement, dated November 25, 2025, by and between the Company and Continental Stock Transfer & Trust Company, as trustee
View on SEC.gov
This headline and bullets were generated automatically by deepseek-v4-flash:cloud@v2 from the public filing. Read the source on SEC.gov before relying on any specific claim. Not investment advice.
See methodology for how this pipeline works.