- Business
- A SPAC II Acquisition Corp. (NASDAQ: ASCBU) is a blank check company formed for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses. The company does not have significant operations and focuses on prospective targets in high-growth industries that apply cutting-edge technologies, such as property technology (Proptech) and financial technology (Fintech), with a preference for companies promoting environmental, social and governance (ESG) principles primarily in North America, Europe and Asia. Incorporated in the British Virgin Islands on June 28, 2021, the company is headquartered at 289 Beach Road #03-01, Singapore 199552; it serves investors seeking exposure to technology-driven sectors through a special purpose acquisition vehicle structure.
The company completed its initial public offering of 20 million units at $10.00 per unit on May 5, 2022, raising $200 million in gross proceeds, including the partial exercise of the underwriters' over-allotment option; each unit consists of one Class A ordinary share, one-half of one redeemable warrant and one right entitling the holder to receive one-tenth of one Class A ordinary share upon consummation of an initial business combination. Concurrently, the sponsor, A SPAC II (Holdings) Corp., purchased 8,966,000 private placement warrants at $1.00 each. As of June 30, 2025, approximately 387,978 Class A ordinary shares remain subject to possible redemption at around $11.80 per share, held in a trust account invested in U.S. government securities or money market funds, with minimal cash holdings of $148 thousand outside the trust.
Recent major changes include multiple extensions of the business combination deadline through shareholder approvals at extraordinary general meetings: to August 5, 2024 via the Second Charter Amendment on August 1, 2023, with 18 million Class A shares redeemed for $191 million; to August 5, 2025 via the Third Charter Amendment on July 23, 2024, with 1.6 million shares redeemed for $18 million; and to August 5, 2027 via the Fourth Charter Amendment on July 30, 2025, with 344 thousand shares redeemed for $4 million, leaving the sponsor holding 93.6% of outstanding shares. On September 24, 2024, Nasdaq suspended trading of the company's securities for failing to meet minimum shareholder requirements, shifting units (ASUUF), Class A shares (ASCBF), warrants (ASCWF) and rights (ASCRF) to over-the-counter quotation. Management changes effective July 28, 2025, appointed Yip Tsz Yan as CEO, CFO and Chairman, replacing resignations including Serena Shie; the board added Yip Tsz Yan, Tsang Wing Sze, Luk Sui Cheung Peter and Minjie Mao, with Ka Wo Chan resigning October 17, 2025; Marcum Asia was dismissed as auditor on August 5, 2025, replaced by FundCertify CPA. The sponsor provided working capital via non-interest-bearing convertible promissory notes: up to $160,000 on December 9, 2024; $152,000 on July 14, 2025; and $500,000 on October 17, 2025, each payable upon business combination or convertible to public warrants at $1.00 each. In December 2023, the sponsor exchanged 4.9 million Class B founder shares for Class A shares subject to transfer restrictions and waiver of redemption rights. No business combination target has been identified as of the latest filings.