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SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to A SPAC II Acquisition Corp.
SEC Filings (Chronological Order)
Denna sida innehåller en komplett, kronologisk lista över SEC-arkiveringar, exklusive ägande-arkiveringar som vi tillhandahåller på andra ställen.
| August 14, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC FILE NUMBER 001-41372 CUSIP NUMBER G0543H 109 NOTIFICATION OF LATE FILING (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form N-SAR ☐ Form N-CSR For Period Ended June 30, 2025 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report o |
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| August 5, 2025 |
United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 August 5, 2025 Date of Report (Date of earliest event reported) A SPAC II Acquisition Corp. (Exact Name of Registrant as Specified in its Charter) British Virgin Islands 001-41372 N/A (State or other jurisdiction of incorporation) (C |
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| August 5, 2025 |
Exhibit 16.1 August 5, 2025 Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Commissioners: We have read the statements made by A SPAC II Acquisition Corp. under Item 4.01 of its Form 8-K dated August 5, 2025. We agree with the statements concerning our Firm in such Form 8-K; we are not in a position to agree or disagree with other statements of A SPAC II Acquisition Corp |
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| July 31, 2025 |
Territory of the British Virgin Islands The BVI Business Companies Act, 2004 Exhibit 3.1 Territory of the British Virgin Islands The BVI Business Companies Act, 2004 FOURTH AMENDED AND RESTATED memorandum and articles of association OF A SPAC II Acquisition Corp. Incorporated as a BVI Business Company on 28 June 2021 Amended and Restated on 30 July 2025 TERRITORY OF THE BRITISH VIRGIN ISLANDS THE BVI BUSINESS COMPANIES ACT 2004 FOURTH AMENDED AND RESTATED MEMORANDUM OF ASS |
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| July 31, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 30, 2025 A SPAC II Acquisition Corp. (Exact name of registrant as specified in its charter) British Virgin Islands 001-41372 N/A (State or other jurisdiction of incorporation) (C |
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| July 28, 2025 |
United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 July 28, 2025 Date of Report (Date of earliest event reported) A SPAC II Acquisition Corp. (Exact Name of Registrant as Specified in its Charter) British Virgin Islands 001-41372 N/A (State or other jurisdiction of incorporation) (Co |
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| July 15, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14F-1 Information Statement Pursuant to Section 14(f) of the Securities Exchange Act of 1934 and Rule 14f-1 Thereunder Commission file number: 001-41372 A SPAC II ACQUISITION CORP. (Exact name of registrant as specified in its corporate charter) British Virgin Islands N/A (State or other jurisdiction of incorporation |
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| July 15, 2025 |
Exhibit 10.1 THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COMPANY THAT SUCH REGISTRATI |
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| July 15, 2025 |
United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 July 14, 2025 Date of Report (Date of earliest event reported) ASPAC II Acquisition Corp. (Exact Name of Registrant as Specified in its Charter) British Virgin Islands 001-41372 N/A (State or other jurisdiction of incorporation) (Com |
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| July 15, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for the us |
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| June 27, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for the us |
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| May 15, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC FILE NUMBER 001-41372 CUSIP NUMBER G0543H 109 NOTIFICATION OF LATE FILING (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form N-SAR ☐ Form N-CSR For Period Ended March 31, 2025 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report |
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| March 27, 2025 |
Exhibit 19 A SPAC II ACQUISITION CORP. Insider Trading Policy Table of Contents Page PART I 1 1. Applicability 1 2. General Policy: No Trading or Causing Trading While in Possession of Material Nonpublic Information 2 3. Definitions 2 4. Violations of Insider Trading Rules and Regulations 4 PART II 5 1. Blackout Periods 5 2. Trading Window 6 3. Pre-Clearance of Securities Transactions 6 4. Prohibi |
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| March 27, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 or ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-41372 A SPAC II ACQUISITION CORP. (Ex |
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| December 10, 2024 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 December 9, 2024 Date of Report (Date of earliest event reported) ASPAC II Acquisition Corp. (Exact Name of Registrant as Specified in its Charter) British Virgin Islands 001-41372 N/A (State or other jurisdiction of incorporation) ( |
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| December 10, 2024 |
Promissory Note, dated December 9, 2024, issued to the Sponsor. Exhibit 10.1 THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COMPANY THAT SUCH REGISTRATI |
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| November 12, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to A SPAC II ACQUISITION CORP. (Exact Name of Registr |
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| October 11, 2024 |
345 Park Avenue New York, NY 10154-1895 Direct 212.407.4000 Main 212.407.4000 Fax 212.407.4990 October 11, 2024 United States Securities and Exchange Commission Division of Corporation Finance Office of Real Estate & Construction 100 F Street, N.E. Washington, D.C. 20549 Attn: Frank Knapp and Jennifer Monick Re: A SPAC II Acquisition Corp. Form 10-K for the Fiscal Year ended December 31, 2023 Form |
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| October 11, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 1 TO FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 or ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-41372 A SPAC II AC |
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| September 19, 2024 |
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 September 13, 2024 Date of Report (Date of earliest event reported) A SPAC II Acquisition Corp. (Exact Name of Registrant as Specified in its Charter) British Virgin Islands 001-40318 N/A (State or other jurisdiction of incorporation |
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| August 9, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to A SPAC II ACQUISITION CORP. (Exact Name of Registrant a |
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| July 24, 2024 |
Third Amended and Restated Memorandum and Articles of Association. Exhibit 3.1 Territory of the British Virgin Islands The BVI Business Companies Act, 2004 THIRD AMENDED AND RESTATED MEMORANDUM AND ARTICLES OF ASSOCIATION OF A SPAC II Acquisition Corp. Incorporated as a BVI Business Company on 28 June 2021 Amended and Restated on 23 July 2024 1 HKGLAW - 7459507 - 2 TERRITORY OF THE BRITISH VIRGIN ISLANDS THE BVI BUSINESS COMPANIES ACT 2004 THIRD AMENDED AND RESTA |
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| July 24, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 23, 2024 A SPAC II Acquisition Corp. (Exact name of registrant as specified in its charter) British Virgin Islands 001-41372 N/A (State or other jurisdiction of incorporation) (C |
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| July 19, 2024 |
United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 July 18, 2024 Date of Report (Date of earliest event reported) A SPAC II Acquisition Corp. (Exact Name of Registrant as Specified in its Charter) British Virgin Islands 001-41372 N/A (State or other jurisdiction of incorporation) (Co |
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| July 19, 2024 |
Regulation FD Disclosure, Other Events United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 July 18, 2024 Date of Report (Date of earliest event reported) A SPAC II Acquisition Corp. (Exact Name of Registrant as Specified in its Charter) British Virgin Islands 001-41372 N/A (State or other jurisdiction of incorporation) (Co |
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| July 5, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for the us |
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| June 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for the us |
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| May 10, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to A SPAC II ACQUISITION CORP. (Exact Name of Registrant |
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| March 29, 2024 |
Amended and Restated Memorandum and Articles of Association Exhibit 3.1 Territory of the British Virgin Islands The BVI Business Companies Act, 2004 SECOND AMENDED AND RESTATED memorandum and articles of association OF A SPAC II Acquisition Corp. Incorporated as a BVI Business Company on 28 June 2021 Amended and Restated on 1 August 2023 TERRITORY OF THE BRITISH VIRGIN ISLANDS THE BVI BUSINESS COMPANIES ACT 2004 SECOND AMENDED AND RESTATED MEMORANDUM OF AS |
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| March 29, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 or ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-41372 A SPAC II ACQUISITION CORP. (Ex |
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| March 29, 2024 |
Exhibit 99.4 A SPAC II Acquisition Corp. (“the Company”) CLAWBACK POLICY Introduction The Board of Directors of the Company (the “Board”) believes that it is in the best interests of the Company and its shareholders to create and maintain a culture that emphasizes integrity and accountability and that reinforces the Company’s pay-for-performance compensation philosophy. The Board has therefore ado |
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| March 19, 2024 |
United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 March 15, 2024 Date of Report (Date of earliest event reported) A SPAC II Acquisition Corp. (Exact Name of Registrant as Specified in its Charter) British Virgin Islands 001-40318 N/A (State or other jurisdiction of incorporation) (C |
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| February 22, 2024 |
ASCB / A SPAC II Acquisition Corporation / Shaolin Capital Management LLC Passive Investment SC 13G/A 1 shaolinascb123123a1.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* ASPAC II Acquisition Corp. (Name of Issuer) Class A Ordinary Shares (Title of Class of Securities) G0543H109 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate |
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| February 14, 2024 |
VGG0543H1091 / A SPAC II Acquisition Corp. / GLAZER CAPITAL, LLC Passive Investment SC 13G/A 1 ascb20231231.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 A SPAC II ACQUISITION CORP. (Name of Issuer) Class A ordinary shares, with no par value (Title of Class of Securities) G0543H109 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box |
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| February 14, 2024 |
SC 13G/A 1 ea193828-13ga1chanaspacacq2.htm AMENDMENT NO. 1 TO SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A (Rule 13d-102) (Amendment No. 1)* INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO §240.13d-2 A SPAC II Acquisition Corp. (Name of Issuer) Ordinary Shares (Tit |
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| February 7, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 2)* ASPAC II Acquisition Corp (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) G0543H125 (CUSIP Number) December 31, 2023 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule |
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| February 2, 2024 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* A SPAC II Acquisition Corp. (Name of Issuer) Class A Ordinary Shares, no par value (Title of Class of Securities) G0543H109 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursu |
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| January 19, 2024 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* A SPAC II Acquisition Corp. (Name of Issuer) Class A Ordinary Shares, no par value (Title of Class of Securities) G0543H109 (CUSIP Number) December 31, 2023 (Date of event which requires filing of this statement) Check the appropriate box to designate the rule pursu |
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| December 13, 2023 |
United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 December 7, 2023 Date of Report (Date of earliest event reported) A SPAC II Acquisition Corp. (Exact Name of Registrant as Specified in its Charter) British Virgin Islands 001-40318 N/A (State or other jurisdiction of incorporation) |
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| November 9, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to A SPAC II ACQUISITION CORP. (Exact Name of Registr |
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| August 22, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 or ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-41372 A SPAC II ACQUISITION CORP. ( |
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| August 22, 2023 |
345 Park Avenue New York, NY 10154-1895 Direct 212.407.4000 Main 212.407.4000 Fax 212.407.4990 August 22, 2023 United States Securities and Exchange Commission Division of Corporation Finance Office of Energy and Transportation 100 F Street, N.E. Washington, D.C. 20549 Attn: Joanna Lam and Shannon Buskirk Re: A SPAC II Acquisition Corp. Form 10-K for the Fiscal Year ended December 31, 2022 Filed M |
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| August 11, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to A SPAC II ACQUISITION CORP. (Exact Name of Registrant a |
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| August 3, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 1, 2023 A SPAC II Acquisition Corp. (Exact name of registrant as specified in its charter) British Virgin Islands 001-41372 N/A (State or other jurisdiction of incorporation) ( |
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| July 27, 2023 |
United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 July 27, 2023 Date of Report (Date of earliest event reported) A SPAC II Acquisition Corp. (Exact Name of Registrant as Specified in its Charter) British Virgin Islands 001-41372 N/A (State or other jurisdiction of incorporation) (Co |
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| July 27, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for the us |
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| July 20, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for the us |
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| July 10, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for the us |
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| June 30, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for the us |
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| May 12, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to A SPAC II ACQUISITION CORP. (Exact Name of Registrant |
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| March 13, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 or ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-41372 A SPAC II ACQUISITION CORP. (Ex |
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| February 14, 2023 |
SC 13G/A 1 formsc13ga.htm FORM SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* ASPAC II Acquisition Corp. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) G0543H125 (CUSIP Number) December 31, 2022 (Date of Event which Requires Filing of this Statement) Check |
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| February 14, 2023 |
VGG0543H1091 / A SPAC II Acquisition Corp. / Shaolin Capital Management LLC Passive Investment SC 13G 1 ascb.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.)* ASPAC II Acquisition Corp. (Name of Issuer) Class A Ordinary Shares, no par value (Title of Class of Securities) G0543H109 (CUSIP Number) December 31, 2022 (Date of Event which Requires Filing of this Statement) Check the appropriate box |
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| February 14, 2023 |
VGG0543H1091 / A SPAC II Acquisition Corp. / GLAZER CAPITAL, LLC Passive Investment SC 13G 1 ascb20221231.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 A SPAC II Acquisition Corporation (Name of Issuer) Class A ordinary share, with no par value (Title of Class of Securities) G0543H109 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate bo |
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| February 14, 2023 |
SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* A SPAC II Acquisition Corp. (Name of Issuer) Common Shares (Title of Class of Securities) G0543H125 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursu |
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| February 14, 2023 |
VGG0543H1091 / A SPAC II Acquisition Corp. / Chan Anson - SCHEDULE 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO §240.13d-2 A SPAC II Acquisition Corp. (Name of Issuer) Ordinary Shares (Title of Class of Securities) G0543H109 (CUSIP Number) December 31, 2022 (Date of Event which Requi |
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| February 6, 2023 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* A SPAC II Acquisition Corp. (Name of Issuer) Class A Ordinary Shares, no par value (Title of Class of Securities) G0543H109 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant |
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| February 2, 2023 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* A SPAC II Acquisition Corp. (Name of Issuer) Class A Ordinary Shares, no par value (Title of Class of Securities) G0543H109 (CUSIP Number) December 31, 2022 (Date of event which requires filing of this statement) Check the appropriate box to designate the rule pursuant |
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| November 14, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to A SPAC II ACQUISITION CORP. (Exact Name of Registrant |
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| August 31, 2022 |
United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 August 29, 2022 Date of Report (Date of earliest event reported) A SPAC II Acquisition Corp. (Exact Name of Registrant as Specified in its Charter) British Virgin Islands 001-40318 N/A (State or other jurisdiction of incorporation) ( |
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| August 16, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to A SPAC II ACQUISITION CORP. (Exact Name of Registrant a |
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| August 16, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC FILE NUMBER 001-41372 CUSIP NUMBER G0543H 125 NOTIFICATION OF LATE FILING (Check One): ? Form 10-K ? Form 20-F ? Form 11-K ? Form 10-Q ? Form N-SAR ? Form N-CSR For Period Ended June 30, 2022 ? Transition Report on Form 10-K ? Transition Report on Form 20-F ? Transition Report on Form 11-K ? Transition Report o |
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| June 15, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to A SPAC II ACQUISITION CORP. (Exact Name of Registrant |
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| May 31, 2022 |
8-K 1 tm2216897-18k.htm FORM 8-K United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 May 31, 2022 Date of Report (Date of earliest event reported) A SPAC II Acquisition Corp. (Exact Name of Registrant as Specified in its Charter) British Virgin Islands 001-41372 n/a (State or other ju |
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| May 13, 2022 |
Saba Capital Management, L.P. - FORM SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* A SPAC II Acquisition Corp (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) G0543H125 (CUSIP Number) May 3, 2022 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuan |
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| May 12, 2022 |
Financial Statements and Exhibits, Other Events 8-K 1 tm2215234d18k.htm FORM 8-K United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 May 5, 2022 Date of Report (Date of earliest event reported) A SPAC II Acquisition Corp. (Exact Name of Registrant as Specified in its Charter) British Virgin Islands 001-40318 n/a (State or other jur |
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| May 12, 2022 |
Exhibit 99.1 INDEX TO FINANCIAL STATEMENT Report of Independent Registered Public Accounting Firm F-2 Financial Statement: Balance Sheet F-4 Notes to Financial Statement F-5 F-1 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Shareholders and Board of Directors of A SPAC II Acquisition Corp. Opinion on the Financial Statement We have audited the accompanying balance sheet of A SPAC |
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| May 6, 2022 |
Amended and Restated Memorandum and Articles of Association. Exhibit 3.1 Territory of the British Virgin Islands The BVI Business Companies Act, 2004 AMENDED AND RESTATED memorandum and articles of association OF A SPAC II Acquisition Corp. Incorporated as a BVI Business Company on 28 June 2021 Amended and Restated on 29 April 2022 1 TERRITORY OF THE BRITISH VIRGIN ISLANDS THE BVI BUSINESS COMPANIES ACT 2004 AMENDED AND RESTATED MEMORANDUM OF ASSOCIATION OF |
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| May 6, 2022 |
EX-1.1 2 tm2214581d1ex1-1.htm EXHIBIT 1.1 Exhibit 1.1 18,500,000 Units A SPAC II Acquisition Corp. UNDERWRITING AGREEMENT May 2, 2022 MAXIM GROUP LLC 300 Park Avenue 16th Floor New York, NY 10002 As Representative of the Underwriters named on Schedule A hereto Ladies and Gentlemen: The undersigned, A SPAC II Acquisition Corp., a company incorporated as a British Virgin Islands company (“Company”), |
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| May 6, 2022 |
Exhibit 10.3 Execution Version REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this ?Agreement?), dated as of May 2, 2022, is made and entered into by and among A SPAC II Acquisition Corp., a British Virgin Islands business company (the ?Company?), A SPAC II (Holdings) Corp., a British Virgin Islands business company (the ?Sponsor?) and each additional undersigned party listed on |
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| May 6, 2022 |
Exhibit 10.5 EXECUTION VERSION THIS INDEMNITY AGREEMENT (this ?Agreement?) is made on May 2, 2022 Between: (1) A SPAC II Acquisition Corp., a business company incorporated under the laws of the British Virgin Islands with registered office at Ritter House, Wickhams Cay II, PO Box 3170, Road Town, Tortola VG1110, British Virgin Islands (the ?Company?); and (2) A SPAC II (Holdings) Corp., Malcolm F. |
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| May 6, 2022 |
8-K 1 tm2214581d18k.htm FORM 8-K United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 May 2, 2022 Date of Report (Date of earliest event reported) A SPAC II Acquisition Corp. (Exact Name of Registrant as Specified in its Charter) British Virgin Islands 001-41372 n/a (State or other jur |
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| May 6, 2022 |
Exhibit 10.6 Execution Version STOCK ESCROW AGREEMENT STOCK ESCROW AGREEMENT, dated as of May 2, 2022 (?Agreement?), by and among A SPAC II Acquisition Corp., a British Virgin Islands company (the ?Company?), the initial securityholders listed on Exhibit A attached hereto (each, an ?Initial Securityholder? and collectively the ?Initial Securityholders?) and Continental Stock Transfer & Trust Compa |
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| May 6, 2022 |
Exhibit 10.1 EXECUTION VERSION May 2, 2022 A SPAC II Acquisition Corp. 289 Beach Road #03-01 Singapore 199552 Maxim Group LLC 405 Lexington Avenue New York, NY 10174 Re: Initial Public Offering Ladies and Gentlemen: This letter is being delivered to you in accordance with the Underwriting Agreement (the ?Underwriting Agreement?) entered into by and between A SPAC II Acquisition Corp., a British Vi |
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| May 6, 2022 |
Exhibit 10.2 Execution Version INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this ?Agreement?) is made effective as of May 2, 2022 by and between A SPAC II Acquisition Corp., a British Virgin Islands company (the ?Company?), and Continental Stock Transfer & Trust Company, as New York corporation (?Trustee?). WHEREAS, the Company?s registration statement on Form |
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| May 6, 2022 |
Exhibit 10.4 Execution Version PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT This PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT (this ?Agreement?) is made as of this May 2, 2022, by and between A SPAC II Acquisition Corp., a British Virgin Islands business company (the ?Company?), having its principal place of business at 289 Beach Road, #03-01, Singapore 199552, and A SPAC II (Holdings) Corp., a |
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| May 6, 2022 |
Exhibit 4.2 Execution Version WARRANT AGREEMENT THIS WARRANT AGREEMENT (this ?Agreement?), dated as of May 2, 2022, is by and between A SPAC II Acquisition Corp., a British Virgin Islands company (the ?Company?), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (the ?Warrant Agent?, also referred to herein as the ?Transfer Agent?). WHEREAS, the Company is en |
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| May 6, 2022 |
Exhibit 4.1 Execution Version RIGHTS AGREEMENT This Rights Agreement (this ?Agreement?) is made as of May 2, 2022 between A SPAC II Acquisition Corp., a British Virgin Islands business company, with offices at 289 Beach Road, #03-01, Singapore 199552 (the ?Company?), and Continental Stock Transfer & Trust Company, a New York corporation, with offices at 1 State Street, 30th Floor, New York, New Yo |
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| May 3, 2022 |
$185,000,000 A SPAC II Acquisition Corp. 18,500,000 Units 424B4 1 tm2123865d19424b4.htm 424B4 Filed Pursuant to Rule 424(b)(4) Registration No. 333-263890 PROSPECTUS $185,000,000 A SPAC II Acquisition Corp. 18,500,000 Units A SPAC II Acquisition Corp. is a newly incorporated blank check company incorporated in the British Virgin Islands as a business company for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorgan |
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| May 2, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 A SPAC II Acquisition Corp. |
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| April 28, 2022 |
A SPAC II Acquisition Corp. 289 Beach Road Singapore 199552 CORRESP 1 filename1.htm A SPAC II Acquisition Corp. 289 Beach Road #03-01 Singapore 199552 April 28, 2022 VIA EDGAR & TELECOPY Frank Knapp Division of Corporation Finance Office of Manufacturing U.S. Securities & Exchange Commission 100 F Street, NE Washington, D.C. 20549 RE: A SPAC II Acquisition Corp. (the “Company”) Registration Statement on Form S-1 (File No. 333- 263890) (the “Registration St |
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| April 28, 2022 |
April 28, 2022 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: Mr. Frank Knapp Re: A SPAC II Acquisition Corp. (?Company?) Registration Statement on Form S-1 File No. 333-263890 Dear Mr. Knapp: Pursuant to Rule 461 under the Securities Act of 1933, as amended (the ?Securities Act?), Maxim Group LLC, as represent |
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| April 27, 2022 |
As filed with the U.S. Securities and Exchange Commission on April 26, 2022 As filed with the U.S. Securities and Exchange Commission on April 26, 2022 Registration No. 333-263890 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form S-1/A (Amendment No. 3) REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 A SPAC II Acquisition Corp. (Exact name of registrant as specified in its charter) British Virgin Islands 6770 N/A (State or other jurisdic |
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| April 22, 2022 |
As filed with the U.S. Securities and Exchange Commission on April 21, 2022 As filed with the U.S. Securities and Exchange Commission on April 21, 2022 Registration No. 333-263890 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form S-1/A (Amendment No. 2) REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 A SPAC II Acquisition Corp. (Exact name of registrant as specified in its charter) British Virgin Islands 6770 N/A (State or other jurisdic |
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| April 18, 2022 |
Form of Warrant Agreement between Continental Stock Transfer & Trust Company and the Registrant* Exhibit 4.5 WARRANT AGREEMENT THIS WARRANT AGREEMENT (this ?Agreement?), dated as of [l], 2022, is by and between A SPAC II Acquisition Corp., a British Virgin Islands company (the ?Company?), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (the ?Warrant Agent?, also referred to herein as the ?Transfer Agent?). WHEREAS, the Company is engaged in an initial |
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| April 18, 2022 |
Memorandum and Articles of Association.* Exhibit 3.1 Territory of the British Virgin Islands The BVI Business Companies Act, 2004 AMENDED AND RESTATED memorandum and articles of association OF A SPAC II Acquisition Corp. Incorporated as a BVI Business Company on 28 June 2021 Amended and Restated on [Date] TERRITORY OF THE BRITISH VIRGIN ISLANDS THE BVI BUSINESS COMPANIES ACT 2004 AMENDED AND RESTATED MEMORANDUM OF ASSOCIATION OF A SPAC I |
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| April 18, 2022 |
As filed with the U.S. Securities and Exchange Commission on April 15, 2022 As filed with the U.S. Securities and Exchange Commission on April 15, 2022 Registration No. 333-263890 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 A SPAC II Acquisition Corp. (Exact name of registrant as specified in its charter) British Virgin Islands 6770 N/A (State or other jurisdiction of incorporatio |
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| April 18, 2022 |
Form of Underwriting Agreement.* Exhibit 1.1 18,500,000 Units A SPAC II Acquisition Corp. UNDERWRITING AGREEMENT [●], 2022 MAXIM GROUP LLC 300 Park Avenue 16th Floor New York, NY 10002 As Representative of the Underwriters named on Schedule A hereto Ladies and Gentlemen: The undersigned, A SPAC II Acquisition Corp., a company incorporated as a British Virgin Islands company (“Company”), hereby confirms its agreement with Maxim Gr |
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| April 15, 2022 |
Via Edgar April 15, 2022 Frank Knapp U.S. Securities & Exchange Commission 100 F Street, NE Washington, D.C. 20549 Re: A SPAC II Acquisition Corp. Registration Statement on Form S-1 Filed March 28, 2022 File No. 333-263890 Dear Mr. Knapp: On behalf of our client, A SPAC II Acquisition Corp. (the “Company”), we hereby provide a response to the comments issued in a letter dated April 11, 2022 (the “ |
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| March 28, 2022 |
Promissory Note, dated as of July 8, 2021 issued to A SPAC II (Holdings) Corp.* Exhibit 10.1 THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COMPANY THAT SUCH REGISTRATI |
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| March 28, 2022 |
As filed with the U.S. Securities and Exchange Commission on March 25, 2022 Registration No. 333-[?] UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 A SPAC II Acquisition Corp. (Exact name of registrant as specified in its charter) British Virgin Islands 6770 N/A (State or other jurisdiction of incorporation o |
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| March 28, 2022 |
Exhibit 14 CODE OF ETHICS OF A SPAC II ACQUISITION CORP. 1. Introduction The Board of Directors (the ?Board?) of A SPAC II Acquisition Corp. (the ?Company?) has adopted this code of ethics (this ?Code?), as amended from time to time by the Board and which is applicable to all of the Company?s directors, officers and employees (to the extent that employees are hired in the future) to: ? promote hon |
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| March 28, 2022 |
EX-4.1 3 tm2123865d4ex4-1.htm EXHIBIT 4.1 Exhibit 4.1 NUMBER U- UNITS SEE REVERSE FOR CERTAIN DEFINITIONS A SPAC II ACQUISITION CORP. CUSIP UNITS CONSISTING OF ONE CLASS A ORDINARY SHARE, ONE-HALF OF ONE REDEEMABLE WARRANT TO RECEIVE ONE CLASS A ORDINARY SHARE AND ONE RIGHT TO RECEIVE ONE-TENTH OF ONE CLASS A ORDINARY SHARE THIS CERTIFIES THAT is the owner of Units. Each Unit (“Unit”) consists of |
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| March 28, 2022 |
Exhibit 99.6 Consent to be Named as a Director Nominee In connection with the filing by A SPAC II Acquisition Corp. of the Registration Statement on Form S-1 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the ?Securities Act?), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named as a nominee to the board of directors of A SPAC II |
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| March 28, 2022 |
Form of Compensation Committee Charter.* EX-99.2 22 tm2123865d4ex99-2.htm EXHIBIT 99.2 Exhibit 99.2 CHARTER OF THE COMPENSATION COMMITTEE OF THE BOARD OF DIRECTORS OF A SPAC II ACQUISITION CORP. I. PURPOSE OF THE COMMITTEE The purposes of the Compensation Committee (the “Committee”) of the Board of Directors (the “Board”) of A SPAC II Acquisition Corp. (the “Company”) shall be to oversee the Company’s compensation and employee benefit pl |
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| March 28, 2022 |
Exhibit 99.8 Consent to be Named as a Director Nominee In connection with the filing by A SPAC II Acquisition Corp. of the Registration Statement on Form S-1 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the ?Securities Act?), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named as a nominee to the board of directors of A SPAC II |
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| March 28, 2022 |
Exhibit 99.5 Consent to be Named as a Director Nominee In connection with the filing by A SPAC II Acquisition Corp. of the Registration Statement on Form S-1 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the ?Securities Act?), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named as a nominee to the board of directors of A SPAC II |
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| March 28, 2022 |
Form of Rights Agreement between Continental Stock Transfer & Trust Company and the Registrant.* Exhibit 4.6 RIGHTS AGREEMENT This Rights Agreement (this ?Agreement?) is made as of [l], 2022 between A SPAC II Acquisition Corp., a British Virgin Islands business company, with offices at 289 Beach Road, #03-01, Singapore 199552 (the ?Company?), and Continental Stock Transfer & Trust Company, a New York corporation, with offices at 1 State Street, 30th Floor, New York, New York 10004 (the ?Right |
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| March 28, 2022 |
Form of Registration Rights Agreement between the Registrant and certain security holders.* Exhibit 10.4 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this ?Agreement?), dated as of [?], 2022, is made and entered into by and among A SPAC II Acquisition Corp., a British Virgin Islands business company (the ?Company?), A SPAC II (Holdings) Corp., a British Virgin Islands business company (the ?Sponsor?) and each additional undersigned party listed on the signature page |
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| March 28, 2022 |
Consent of Malcolm F. MacLean IV* EX-99.7 27 tm2123865d4ex99-7.htm EXHIBIT 99.7 Exhibit 99.7 Consent to be Named as a Director Nominee In connection with the filing by A SPAC II Acquisition Corp. of the Registration Statement on Form S-1 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named as a n |
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| March 28, 2022 |
Form of Securities Subscription Agreement between the Registrant and A SPAC II (Holdings) Corp.* Exhibit 10.5 SUBSCRIPTION AGREEMENT TO: The sole director of A SPAC II Acquisition Corp. (the ?Company?). WHEREAS, on June 28, 2021 the Company issued to its sponsor, A SPAC II (Holdings) Corp. 5,750,000 Class B ordinary shares (the ?Shares?) of the Company for an aggregate purchase price of $25,000, or approximately $0.004 per share; WHEREAS, on March 24, 2022, the Company canceled 431,250 of suc |
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| March 28, 2022 |
Exhibit 10.6 WARRANT SUBSCRIPTION AGREEMENT This WARRANT SUBSCRIPTION AGREEMENT (this ?Agreement?) is made as of this [?], 2022, by and between A SPAC II Acquisition Corp., a British Virgin Islands business company (the ?Company?), having its principal place of business at 289 Beach Road, #03-01, Singapore 199552, and A SPAC II (Holdings) Corp., a British Virgin Islands business company (the ?Purc |
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| March 28, 2022 |
Exhibit 10.7 THIS INDEMNITY AGREEMENT (this ?Agreement?) is made on [?], 2022. Between: (1) A SPAC II Acquisition Corp., a business company incorporated under the laws of the British Virgin Islands with registered office at Ritter House, Wickhams Cay II, PO Box 3170, Road Town, Tortola VG1110, British Virgin Islands (the ?Company?); and (2) [?] (?Indemnitee?). Whereas: (A) Highly competent persons |
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| March 28, 2022 |
Memorandum and Articles of Association.* Exhibit 3.1 Territory of the British Virgin Islands The BVI Business Companies Act, 2004 memorandum and articles of association OF A SPAC II Acquisition Corp. Incorporated as a BVI Business Company on 28 June 2021 Territory of the British Virgin Islands The BVI Business Companies Act 2004 Memorandum of Association of A SPAC II Acquisition Corp. a company limited by Shares 1 NAME The name of the Co |
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| March 28, 2022 |
Specimen Class A Ordinary Share Certificate.* Exhibit 4.2 SPECIMEN ORDINARY SHARE CERTIFICATE CERTIFICATE NUMBER SHARES A SPAC II ACQUISITION CORP. INCORPORATED UNDER THE LAWS OF THE BRITISH VIRGIN ISLANDS CLASS A ORDINARY SHARE SEE REVERSE FOR CERTAIN DEFINITIONS THIS CERTIFIES THAT CUSIP: IS THE OWNER OF FULLY PAID AND NON-ASSESSABLE CLASS A ORDINARY SHARES OF NO PAR VALUE A SPAC II ACQUISITION CORP. transferable on the books of the Company |
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| March 28, 2022 |
EX-FILING FEES 29 tm2123865d4ex-filingfees.htm EX-FILING FEES EX-FILING FEES Calculation of Filing Fee Tables S-1 (Form Type) A SPAC II Acquisition Corp. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maxi |
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| March 28, 2022 |
Form of Nominating Committee Charter.* Exhibit 99.3 A SPAC II ACQUISITION CORP.(the “Company”) Nominating Committee Charter (the “Charter”) The responsibilities and powers of this Nominating Committee (the “Committee”) as delegated by the Company’s Board of Directors (the “Board”) are set forth in this charter. Whenever the Committee takes an action, it shall exercise its independent judgment on an informed basis that the action is in |
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| March 28, 2022 |
Form of Audit Committee Charter.* Exhibit 99.1 CHARTER OF THE AUDIT COMMITTEE OF THE BOARD OF DIRECTORS OF A SPAC II ACQUISITION CORP. I. PURPOSE OF THE COMMITTEE The purpose of the Audit Committee (the ?Committee?) of the Board of Directors (the ?Board?) of A SPAC II Acquisition Corp. (the ?Company?) is to oversee the accounting and financial reporting processes of the Company and its subsidiaries and the audits of the financial |
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| March 28, 2022 |
Form of Stock Escrow Agreement.* Exhibit 10.8 STOCK ESCROW AGREEMENT STOCK ESCROW AGREEMENT, dated as of [?], 2022 (?Agreement?), by and among A SPAC II Acquisition Corp., a British Virgin Islands company (the ?Company?), the initial securityholders listed on Exhibit A attached hereto (each, an ?Initial Securityholder? and collectively the ?Initial Securityholders?) and Continental Stock Transfer & Trust Company, a New York corpo |
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| March 28, 2022 |
Exhibit 4.3 NUMBER [?] RIGHTS A SPAC II ACQUISITION CORP. INCORPORATED UNDER THE LAWS OF THE BRITISH VIRGIN ISLANDS RIGHT SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP [?] THIS CERTIFIES THAT, for value received is the registered holder of a right or rights (each, a ?Right?) to automatically receive one-tenth of one Class A ordinary share, no par value (?Ordinary Share?), of A SPAC II Acquisition Corp |
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| March 28, 2022 |
Form of Warrant Agreement between Continental Stock Transfer & Trust Company and the Registrant* Exhibit 4.5 WARRANT AGREEMENT THIS WARRANT AGREEMENT (this ?Agreement?), dated as of [l], 2022, is by and between A SPAC II Acquisition Corp., a British Virgin Islands company (the ?Company?), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (the ?Warrant Agent?, also referred to herein as the ?Transfer Agent?). WHEREAS, the Company is engaged in an initial |
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| March 28, 2022 |
Exhibit 99.4 Consent to be Named as a Director Nominee In connection with the filing by A SPAC II Acquisition Corp. of the Registration Statement on Form S-1 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the ?Securities Act?), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named as a nominee to the board of directors of A SPAC II |
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| March 28, 2022 |
Exhibit 4.4 SPECIMEN WARRANT CERTIFICATE NUMBER [ ] WARRANTS (THIS WARRANT WILL BE VOID IF NOT EXERCISED PRIOR TO 5:00 P.M. NEW YORK CITY TIME, FIVE YEARS FROM THE CLOSING DATE OF THE COMPANY?S INITIAL BUSINESS COMBINATION) A SPAC II ACQUISITION CORP. CUSIP [?] WARRANT THIS WARRANT CERTIFIES THAT, for value received , or registered agents, is the registered holder of a Warrant or Warrants (the ?Wa |
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| March 28, 2022 |
Exhibit 10.3 INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Trust Agreement (this ?Agreement?) is made effective as of [?], 2022 by and between A SPAC II Acquisition Corp., a British Virgin Islands company (the ?Company?), and Continental Stock Transfer & Trust Company, as New York corporation (?Trustee?). WHEREAS, the Company?s registration statement on Form S-1, No. 333-[?] (the ?Registra |
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| March 28, 2022 |
Exhibit 10.2 [●], 2022 A SPAC II Acquisition Corp. 289 Beach Road #03-01 Singapore 199552 Maxim Group LLC 405 Lexington Avenue New York, NY 10174 Re: Initial Public Offering Ladies and Gentlemen: This letter is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and between A SPAC II Acquisition Corp., a British Virgin Islands busines |
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| February 7, 2022 |
DRSLTR 1 filename1.htm Giovanni Caruso Partner 345 Park Avenue New York, NY 10154 Direct 212.407.4866 Main 212.407.4000 Fax 212.937.3943 [email protected] Via Edgar February 4, 2022 Frank Tapp U.S. Securities & Exchange Commission 100 F Street, NE Washington, D.C. 20549 Re: A SPAC II Acquisition Corp. Draft Registration Statement on Form S-1 Submitted August 10, 2021 CIK No. 0001876716 Dear Mr. Tap |
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| February 7, 2022 |
This draft registration statement is being submitted confidentially to the U.S. Securities and Exchange Commission on February 4, 2022 and is not being publicly filed under the Securities Act of 1933, as amended. Registration No. 333-[•] UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form S-1/A (Amendment No. 1) REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 A SPA |
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| August 10, 2021 |
DRS 1 filename1.htm This draft registration statement is being submitted confidentially to the U.S. Securities and Exchange Commission on 2021 and is not being publicly filed under the Securities Act of 1933, as amended. Registration No. 333-[•] UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 A SPAC II Acquisi |
