Mountain Crest Acquisition Corp II
MCAD · Nasdaq
NO ACTION REQUIRED
Nothing left to do
The purchase completed and the shares became shares in the company it bought. There is no deadline left to miss.
Cash at settlement
No cash-per-share figure was filed for this vehicle before it finished.
Last close
Daily close
No price history on file yet — daily closes accumulate from the market data feed.
Trust settled · There is no line to draw here. This vehicle has finished: the cash was paid back or spent closing the deal, so the last filed figure describes an account that no longer exists and would be a floor under nothing.
SpacBrain’s read
Trust settled
The deal closed — SPAC shares became the target's shares, so there is no trust left to redeem (nobody missed a window; holders who wanted cash elected it at the vote).
In plain terms
- What it is
- A SPAC from Mountain Crest (Suying Liu), listed on Nasdaq in January 2021.
- What it's doing now
- It agreed to buy Better Therapeutics, Inc., a prescription digital therapeutics for cardiometabolic diseas company. That purchase completed, and it stopped being a SPAC — the shares became shares in the business it bought.
- What you should know
- This SPAC has finished. The purchase completed, and the shares became shares in the company it bought — anyone who wanted the cash instead asked for it at the vote, so there is no cash left here to claim and no deadline left to miss.
At a glance
- Where it stands
- Closed (deSPAC)
- The business it bought
- Better Therapeutics, Inc. — Therapeutics Better Therapeutics is a prescription digital therapeutics (PDT) company developing a novel form of cognitive behavioral therapy (CBT) to address the root causes of cardiometabolic diseases.
- Industry
- Health Care — prescription digital therapeutics for cardiometabolic diseas
- Deal value
- not stated in the filings we hold
- Price vs cash at settlement
- no live price on file
- Cash in trust when it settled
- not yet extracted into a snapshot — the filings below may state it
- the last trust total filed while this was still a SPAC — the account has since been paid out or used to close the deal
- IPO
- 11 January 2021
- size not on file
- Headquarters
- 548 MARKET ST. #49404, SAN FRANCISCO, CA, 94101
- registered in Delaware
- Lead underwriter
- not extracted from the prospectus yet
- Key officers
- PERRY DAVID P (Director) · Carmona Richard H (Director) · LAVIZZO-MOUREY RISA J (Director)
- Listed securities
- MCAD common
This vehicle has finished, so there is no window to file a cash-per-share figure for and none will follow. No estimate is shown in its place.
Nothing dated is on file. That is an absence in the record, not a statement that nothing is coming.
Yield to redemption
Nothing left to redeem — no yield to compute.
This SPAC has finished — its trust was paid back or used to close the deal, so there is nothing left to redeem and no yield to compute. A yield to redemption is a claim that you can hand these shares back for the trust cash. That account is closed, so this page will not print a number here.
What happened to the cash
The reasoning behind the verdict above, in the order the filings establish it.
- The deal closed — SPAC shares became the target's shares, so there is no trust left to redeem (nobody missed a window; holders who wanted cash elected it at the vote).
What has happened, and what is coming
1 dated milestoneEvery dated step from the day it listed to the next date you may have to act on. Where you have to do something, the day your broker needs the instruction is marked too.
- 11 January 2021IPOpassed
IPO size not on file
The deal
terms as filedWhat it is buying, on what terms, and how much of the combined company new shares take from you.
- closedHealth Care
The score
deterministic, from filed fieldsMCAD is not in the scored universe, so no score is shown. A withheld score is a fact about the record, not a verdict about the company.
The score is only published for names that carry both a price and a filed cash-per-share figure — 295 of the tracked fleet today. The rest keep an empty dial rather than a modelled one, and fill in by themselves as the fields land.
The company
from SEC filingsRead the full profile
Mountain Crest Acquisition Corp II was a blank-check company whose common stock traded on the Nasdaq Stock Market under the ticker MCAD. The company priced its IPO on January 11, 2021, under SEC file number 333-251557, an S-1 registration of shares sold for cash. The registrant was classified under SEC SIC industry code 8000 (Services-Health Services) and described itself as a blank check company in its 424B4 prospectus. On November 3, 2021, the company filed an 8-K reporting a change in shell company status under item 5.06, marking the completion of its business combination. EDGAR now files SEC CIK 0001832415 under the name Better Therapeutics, Inc., and the vehicle no longer files.
Material findings
from the full read of every filingEvery document this company files gets read whole — body and exhibits. These are the ones the read flagged as material, newest first, each citing its filing.
The stated test tells holders exactly what the split is for: keeping the stock above the $1.00 Nasdaq Capital Market threshold, which means it is trading at or below that level roughly two years after the de-SPAC. An adjournment proposal is included solely to gather more votes for the split, indicating management expects difficulty reaching the threshold. A reverse split leaves proportional ownership unchanged and does not add cash, so for a clinical-stage prescription digital therapeutics company the underlying question of funding the business remains unaddressed.
The fee table registers 15,200,000 shares against equity consideration the letter puts at approximately $152,000,000, but prices them under Rule 457(f)(2) at $536.02, one-third of the target's aggregate par value, the method for a private company with no market for its securities and an accumulated deficit. The $0.06 fee therefore says nothing about the size of the deal. A concurrent PIPE of 5,000,000 shares at $10 per share raises $50,000,000, and the filing expects BTX equityholders to hold about 54%, PIPE investors 18%, public stockholders 22% and the sponsor group 6%.
The $536.02 is a Rule 457(f)(2) construct rather than a valuation: BTX is private, no market exists for its securities and it has an accumulated deficit, so the offering price is one-third of the aggregate par value of the BTX securities expected to be exchanged. The only usable number in the table is 15,200,000, the ceiling on what MCAD issues and therefore the measure of dilution for a holder who does not redeem. Four amendments in, that ceiling is a single flat figure with no itemised build behind it.
The $536.02 is a Rule 457(f)(2) construct — BTX is private, no market exists for its securities and it has an accumulated deficit, so the price is one-third of the aggregate par value of the securities to be exchanged, which is why the fee on a transaction of this kind is six cents. The 15,200,000 share count is the only usable figure, and it is described as consideration to holders of BTX common stock alone, with no option, warrant or earn-out line registered alongside it. The fee table misprints the par value as $0,0001.
15,695,909 shares is the entire consideration to Better Therapeutics' common stockholders, and the $485.30 is a par-value construct rather than a valuation — BTX is private, no market exists for its securities and it has an accumulated deficit — which is why the registration fee on the whole transaction is five cents. The table also mis-prints the par value as $0,0001, with a comma where the decimal point belongs, so the figure as rendered is not the one the rest of the document uses.
The $485.30 is a Rule 457(f)(2) construct — BTX is private, no market exists for its securities and it has an accumulated deficit, so the price is one-third of the aggregate par value of the securities to be exchanged. That leaves 15,695,909 as the only usable figure in the table, and it is the ceiling on what a non-redeeming MCAD holder is diluted by. The special meeting date is left blank in this version, so no redemption deadline can be read from it.
Show 1 more material filings
The registration fee is five cents. It is computed under Rule 457(f)(2) at one-third of the aggregate par value of the BTX securities being exchanged, because BTX is a private company with no market for its securities and an accumulated deficit, so the $485.30 proposed maximum aggregate offering price is a filing-fee construct rather than a valuation of anything. The only share figure a holder can use is the 15,695,909 in the fee table's note; the cover's prospectus line carries no number, and neither does the meeting date.
Filings
live EDGAR feedEverything this company has filed with the SEC recently, newest first, each with a plain summary of what changed and why it matters.
Show the other 10 filings
The sponsor
The people who set this company up, what they have done before, and the advisers around the deal.
Post-close outcome quality: 2 priced deSPACs vs trust value (prior vehicles against the $10.00 IPO baseline, in-DB vehicles against the trust they filed): median -94%, 0/2 still worth at least half of trust, 1 at under a tenth of it. Worst: BTTX -100%. Best: PLBY -87%. n=2, pulled toward neutral. 1 other completion(s) not priced (1 no stored price) — left OUT of the ratio, not guessed.
Weak record · medium confidence
- Mountain Crest Acquisition Corp I · 2020→ Playboy / PLBY GroupPLBYCompleted
- Mountain Crest Acquisition Corp II · 2020→ Better TherapeuticsBTTXCompleted
- Mountain Crest Acquisition Corp IV · 2021Liquidated
- Mountain Crest Acquisition Corp III · 2021→ ETAO International (approved, then collapsed)Terminated
- Mountain Crest Acquisition Corp V · 2021→ delisted to OTCSearching
Mountain Crest — Suying Liu's franchise. Prior-vehicle track record (SEC-verified via formerNames): COMPLETED — Mountain Crest Acquisition Corp I → Playboy / PLBY Group (PLBY, Nasdaq, still listed); Mountain Crest II → Better Therapeutics (2022; bankrupt/delisted, 25-NSE 2024-05). FAILED/ENDED — Mountain Crest III: ETAO International merger approved (DEFM14A 2023-01) but the vehicle filed Form 25-NSE to delist weeks later (Feb 2023); Mountain Crest IV: deal fell through, LIQUIDATED (25-NSE + 15-12G 2024-04); Mountain Crest V (MCAG): delisted from Nasdaq to OTC (25-NSE 2025-04). Net: 2 completed (only Playboy survives listed; Better Therapeutics bankrupt), 3 failed/liquidated/delisted — a weak operator record. Sources: SEC EDGAR submissions API (formerNames) + full-text search, efts.sec.gov. — research profile — Mountain Crest is a prolific SPAC sponsor franchise controlled by Dr. Suying Liu, who serves as chairman, CEO, and CFO across the family of vehicles. Liu holds a doctorate in corporate finance from Washington University's Olin School of Business (awarded May 2015) and previously worked as an investment strategist at J.P. Morgan Chase from July 2015 to October 2018, chief strategist at real estate investment firm Mansion Capital, and head of corporate strategy at Hudson Capital Inc. (NASDAQ: HUSN). He is based in New York and describes himself as having broad industry expertise and transaction experience across banking, investment, and real estate. The Mountain Crest vehicles are incorporated in the British Virgin Islands and target businesses in North America and the Asia-Pacific region, leveraging Liu's stated network with Asian consumer markets to help North American companies tap overseas demand. His first, Mountain Crest Acquisition Corp (MCAC), raised $57.5 million in a June 2020 IPO and merged with Playboy Enterprises (now PLBY Group, Nasdaq: PLBY) in February 2021 at a deal size of approximately $372.7 million; Liu joined Playboy's board upon closing. Mountain Crest Acquisition Corp II merged with digital therapeutics company Better Therapeutics (BTTX) in 2021. Mountain Crest Acquisition Corp III, which raised $50 million in a May 2021 IPO, merged with digital healthcare platform ETAO International (OTC: ETAOF) in 2023. Mountain Crest Acquisition Corp IV merged with Chinese auto manufacturer CH-AUTO, but that company ultimately did not list on a major exchange — a clear disappointment. Mountain Crest Acquisition Corp V, which raised approximately $69 million in 2021, has a pending merger with diagnostics company CUBEBIO. The sixth vehicle, Mountain Crest Acquisition 6 Corp. (MCAHU), priced its $60 million IPO in late April 2026, selling 6 million units at $10 each with D. Boral Capital as sole bookrunner. The de-SPAC performance across this franchise raises significant concerns. Playboy (PLBY), the flagship deal, has seen its stock collapse to approximately $1.18–$1.39 per share, a dramatic decline from the combination valuation. Several other merged entities — ETAO International and CH-AUTO — ended up trading on OTC markets rather than major exchanges, and CH-AUTO failed to list on an exchange at all. These outcomes suggest that the quality of target companies brought public through the Mountain Crest platform has been uneven at best, with multiple deals resulting in illiquid, low-priced OTC securities for investors. The pattern of merged companies failing to maintain major-exchange listings is a notable red flag for prospective investors in the sixth vehicle. Additional red flags include Liu's own share-selling activity and a governance departure. On March 28, 2023, Liu resigned from his position as managing member of the sponsor of Mountain Crest Acquisition Corp V, relinquishing…
1 sentence withheld from the text above. It stated a vehicle count (six vehicles) that does not reconcile with the record we counted: 7 vehicles — 2 in the live database and 5 SEC-verified prior vehicles. Neither side has been corrected here, and the stored research is unchanged; a count we cannot reconcile is not a count we will publish.
Full sponsor record →The record
The reference detail — how the shares were structured at listing, how thinly they trade, and where the company is registered.
Show the reference detail
Unit structure
from 424B3 0001193125-24-073823
Trading & liquidity
Company profile
Directors & officers
- PERRY DAVID PDirector
- Carmona Richard HDirector
- LAVIZZO-MOUREY RISA JDirector
- Wynholds KristinChief Product Officer
- Parker Geoffrey M.Director
- Armanino Andrew J.Director
Institutional holders
from SC 13G/13DFunds that have declared a stake above 5%. Heavy ownership by arbitrage funds usually means heavy cash-outs at the next vote.
Show the declared stakes
10 filers with a stake on file · 0 re-affirmed in the last 12 months. A stake with no amendment since is the filer’s last word on it, not proof it is still held — and percentages filed in different years are percentages of different floats, because this vehicle’s share count collapses at every redemption.
- David P. Perry 2015 Trustwith 4 other reporting persons on the same schedule28.4% · SC 13D/AFeb 12, 2024 stale
- Kevin Appelbaum, or his successor(s), as Trustee of the Kevin Appelbaum Revocable Trust under Revocable Trust Declaration dated 5/16/2020, as amendedwith 1 other reporting person on the same schedule10.2% · SC 13DNov 8, 2021 stale
- Mountain Crest Capital LLCwith 1 other reporting person on the same schedule4.4% · SC 13G/AApr 13, 2023 stale
- Farallon Capital Partners, L.P.with 27 other reporting persons on the same schedule3.4% · SC 13G/AFeb 7, 2023 stale
- MMCAP International Inc. SPCwith 1 other reporting person on the same schedule0.7% · SC 13G/AFeb 13, 2024 stale
- RPO LLCwith 2 other reporting persons on the same schedule0.0% · SC 13G/AFeb 10, 2022 stale
- BOOTHBAY FUND MANAGEMENT, LLCwith 1 other reporting person on the same schedule0.0% · SC 13G/AFeb 10, 2022 stale
- K2 PRINCIPAL FUND, L.P.with 3 other reporting persons on the same schedule0.0% · SC 13G/AJan 18, 2022 stale
- Feis Lawrence Michaelwith 1 other reporting person on the same schedule0.0% · SC 13G/AOct 29, 2021 stale
- Space Summit Capital LLCnot stated · SC 13G/AFeb 4, 2022 stale
One line per filer, not per reporting person: a joint schedule names the management company, its funds and often the individual who controls them, and all of them report the same shares. Click a name for that filer’s whole footprint across every SPAC it has declared a stake in.
News
company wires and the financial pressReporting we have matched to this ticker. Headlines belong to the outlets that wrote them.
Show the headlines
- Better Therapeutics Submits De Novo Request to U.S. FDA for BT-001 Investigational Prescription Digital Therapy for Type 2 Diabetes
Business Wireundated by the source
- Better Therapeutics Settles SPAC Suit In Del. For $1M
Law360undated by the source
- Better Therapeutics to Become Publicly Traded Prescription Digital Therapeutics Company via Merger with Mountain Crest Acquisition Corp. II
Business Wireundated by the source
Sources on file
harvested pages, kept in fullEvery public page we have read about this company, stored in full so a source can never go missing.
Show the sources
30 full SEC filing texts archived — searchable, never lost.
- Vault note — MCAD (Mountain Crest Acquisition Corp II)
vault-note · /vault/tickers/MCAD
- Vault deal note — Better Therapeutics, Inc. (MCAD)
vault-note · /vault/deals/better-therapeutics-inc
- Better Therapeutics - 2026 Company Profile, Funding & Competitors - Tracxn
news · tracxn.com
- Better Therapeutics - 2026 Company Profile, Funding & Competitors - Tracxn
news · tracxn.com
- Better Therapeutics - 2026 Company Profile, Funding & Competitors - Tracxn
news · tracxn.com
- Better Therapeutics 2026 Company Profile: Valuation, Funding & Investors | PitchBook
news · pitchbook.com
- Better Therapeutics 2026 Company Profile: Valuation, Funding & Investors | PitchBook
news · pitchbook.com
- Better Therapeutics - 2026 Company Profile, Funding & Competitors - Tracxn
news · tracxn.com
- Better Therapeutics 2026 Company Profile: Valuation, Funding & Investors | PitchBook
news · pitchbook.com
- Better Therapeutics - 2026 Company Profile, Funding & Competitors - Tracxn
news · tracxn.com
In plain English
tap a term to open itEvery piece of jargon this page could have used, and what it actually means.
Open the plain-English guide
No floor / floorlessthe cash guarantee is gone — the price is unprotected
A SPAC's downside protection is not the cash in trust; it is your right to demand that cash. Once the redemption window closes, the cash stays with the company and the share can trade anywhere.
Redemption deadlinethe last day to hand shares back for cash
Set by the filing that calls the meeting. Tender after it and the company is under no obligation to pay you the trust value.
Broker action datethe day your broker needs the instruction — earlier than the official date
Brokers batch redemption instructions to the transfer agent, so the practical cutoff is roughly two business days before the published deadline. This is the date that actually costs people the floor.
Cash in trust / trust per sharethe cash the company is holding for each public share
Filed quarterly in the 10-Q's XBRL. It earns interest between filings, so the figure on a given day is slightly higher than the last filed one — where we show that we label it an estimate.
Trust discountbuying below the cash held for you
Only meaningful while a redemption right exists. On a floorless name the same arithmetic is not a discount, it is the market pricing distress, and this product will not call it a yield.
Dilutionhow much of the company new shares take from you
Sponsor promote, PIPE shares, warrants and rights all issue stock that did not pay $10 for it. The headline deal value is before that; the effective value is after.
Pro-forma equitywhat the company is valued at once the deal closes
The combined company's equity value assuming the announced terms and the redemptions that have actually happened.
ARShow much upside you get per unit of downside
SpacBrain's asymmetric-return score. It is deterministic — the same inputs always produce the same number — and it is capped, not zeroed, when the floor is gone.
De-SPACthe day the SPAC becomes the real company
The shares stop being a claim on a pot of cash and start being equity in an operating business. Roughly 80% of recent de-SPACs traded below $10 within a year.
Outside datethe contractual long-stop for closing the deal
A deadline between the SPAC and its target, not between the SPAC and you. It confers no right to cash, which is exactly why it must never be counted as a redemption window.
Accession numberthe SEC's unique id for one filing
Every figure on this page carries the accession of the filing that states it, so you can open the primary document rather than trust us.
Accreted NAV (estimate)the last filed cash figure, plus the interest it should have earned since
A model, not a filing: last filed value compounded at the 3-month T-bill for the days elapsed. Always shown in italic with the word estimate, and never printed beside a filed number without it.
Ask the brain
from its filingsData provenance & audit trail4 internal entries
Written by SpacBrain’s data agents whenever a figure is captured, corrected or flagged, and kept verbatim so every number on this page can be traced back to the filing that states it. This is a running log, not the current record: an early entry may be superseded by a later correction — the panels above always hold the current values.
admitted from EDGAR's QUARTERLY FORM INDEX, walked without any SIC filter. The SIC 6770 census could not reach this registrant: EDGAR reassigns a shell's SIC the day it stops being one, and this CIK now files under 8000 (Services-Health Services). The screen found it by filing SHAPE instead — S-1 2020-12-21 → 8-A12B 2021-01-07 → 424B4 2021-01-11 — which nothing rewrites. Admission rule: src/lib/universe-admit.ts. SIC 8000 + self-described blank check in 424B4 0001213900-21-001442; 424B 0001213900-21-001442 priced 2021-01-11 under S-1 0001213900-20-043878 (file 333-251557, an offering for cash); common ticker MCAD off 10-Q 0001104659-21-107860 (2021-08-20); lifecycle EXITED. The pricing prospectus was filed under SEC file number 333-251557, which belongs to S-1 0001213900-20-043878 (2020-12-21) — a registration of shares sold for CASH, which is what makes it an IPO rather than merger consideration. Blank-check status from the registrant's own first-person sentence in that prospectus (EDGAR full-text search, 424B4 2021-01-11). Ending PROVEN, not inferred: CLOSED per 8-K 0001193125-21-318651 (2021-11-03) — 8-K item 5.06 "Change in Shell Company Status" (EDGAR item index, items: 1.01,2.01,3.02,3.03,5.01,5.02,5.03,5.05,5.06,9.01). EDGAR now files this CIK as "Better Therapeutics, Inc." — the SPAC's own name is kept here and the successor is the target. ipoSizeM and deadline left NULL: gross-proceeds prose conflates the over-allotment with the offering, and a charter deadline belonging to a vehicle that has ended is a date nobody can act on. ipoDate is the 424B pricing date.
sponsor "Mountain Crest Capital LLC" (SEC CIK 0001832411) sourced from Form 3 reportingOwner (10% owner) acc 0001213900-21-001072.
[CLOSED-RENAME] EDGAR CIK 0001832415 records "Mountain Crest Acquisition Corp II" ending 2021-10-28; the registrant continues as "Better Therapeutics, Inc.". The rename is the SEC's own record of what the vehicle became, keyed by CIK. Closed 2021-10-28. No deal value is set — a rename says what was acquired, never for how much. No date column is set: Deal has announcedAt, voteDate and expectedCloseAt and nowhere to record an actual close, so the SEC's date is kept here until that column exists.
OTHER -> HEALTHCARE, on S-4/A 0001104659-21-123938: "BTX is a clinical-stage digital therapeutics company with a limited operating history."