SC II Acquisition Corp.

CIK: 2076739 Filed: October 16, 2025 S-1

Key Highlights

  • SPAC structure aiming to raise $150 million (up to $172.5 million with over-allotment) to acquire a high-growth private company.
  • Founders investing $5 million of their own money, aligning interests with investors and signaling confidence.
  • Majority of IPO proceeds ($9.80 per unit) held in a trust account, offering partial capital protection if no merger occurs within 1–2 years.
  • Potential for significant upside if a successful merger target is identified and acquired.

Risk Factors

  • Time limit of 1–2 years to complete a merger, with investors losing $0.20 per unit if unsuccessful.
  • Risk of overpaying for or selecting a struggling target company, leading to value decline.
  • Exposure to broader market risks that could negatively impact even a well-chosen merger.
  • Potential dilution of shareholder stakes if excessive pre-merger redemptions occur.

Financial Metrics

15,000,000 (up to 17,250,000 with over-allotment)
Units offered
$10
Price per unit
$150 million (up to $172.5 million with over-allotment)
Total proceeds
$0.20
Underwriting fees per unit
$3 million
Total underwriting fees
$9.80
Trust account per unit
$147 million
Total trust account
$5 million
Founder investment

IPO Analysis

SC II Acquisition Corp. IPO - What You Need to Know

Hey there! If you’re thinking about investing in the SC II Acquisition Corp. IPO, here’s the lowdown in plain English. No jargon, just the stuff that matters.


1. What does this company actually do?

SC II Acquisition Corp. is a “blank-check company” (officially called a SPAC). Their job is to raise money through this IPO, then find a private company to buy or merge with, taking it public. Imagine investors pooling cash to go “shopping” for a business they believe will grow.


2. How do they make money?

They don’t make money yet—they’re not a real business! Their success hinges on finding a great company to buy with the IPO cash. If they pick a winner, your shares could rise. If they pick a dud, the value could drop.


3. What will they do with the IPO money?

  • Selling 15,000,000 units at $10 each to raise $150 million.
  • Could sell an extra 2,250,000 units (over-allotment), raising up to $172.5 million.
  • $0.20 per unit (about $3 million total) goes to Wall Street fees.
  • The remaining $9.80 per unit ($147 million) goes into a trust account.

The catch: If they don’t find a company to buy in 1–2 years, you get $9.80 back per unit—not the full $10.


4. What are the main risks?

  • Time limit: Miss the 1–2 year window, and you lose $0.20 per unit.
  • Bad picks: They might overpay or choose a struggling company.
  • Market risks: Even a good merger could flop in a bad economy.
  • Dilution: If too many investors cash out pre-merger, your stake could shrink.

5. How do they compare to competitors?

Other SPACs like Churchill Capital or Social Capital have similar models. The company didn’t provide specific details about what makes them unique compared to other SPACs, so researching the leadership team’s track record is key.


6. Who’s running the company?

SPACs rely heavily on their management’s expertise. The company didn’t share detailed bios about their leadership in the filing, so you’ll need to research their backgrounds separately.

One bright spot: Founders are investing $5 million of their own money to buy units at $10 each. This “skin in the game” suggests they’re motivated to pick a winner.


7. Where will it trade?

It’ll trade on the NYSE or NASDAQ under a ticker symbol like “SCII” (exact symbol to be confirmed).


8. Price and shares

  • Price: $10 per unit (standard for SPACs).
  • Units offered: 15,000,000 (up to 17,250,000 with over-allotment).

Bottom Line:

SPACs are speculative bets. You’re risking $10 per unit (minus fees) on a team’s ability to find a hidden gem.

Good for you if:

  • You’re comfortable with risk.
  • You trust the leadership’s track record (do your homework!).
  • You like the idea of a “mystery stock” with potential upside.

Think twice if:

  • You prefer stable, established companies.
  • You don’t have time to track the SPAC’s merger progress.

This filing had limited details about leadership and strategy—something to consider. When in doubt, chat with a financial advisor! 😊

Document Information

Analysis Processed

October 17, 2025 at 08:50 AM

Important Disclaimer

This AI-generated analysis is for informational purposes only and does not constitute financial or investment advice. Always consult with qualified professionals and conduct your own research before making investment decisions.