SC Health Corp
SCPE · NYSE
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 SC Health Holdings Limited, listed on NYSE in July 2019.
- What it's doing now
- It agreed to buy Rockley Photonics Limited, a Silicon photonics-based optical sensing platform for consumer health and wellness monitoring company. The deal valued that business at about $1.45B. 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
- Rockley Photonics Limited
- Industry
- Silicon photonics-based optical sensing platform for consumer health and wellness monitoring
- Deal value
- $1.4B
- 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
- 12 July 2019
- size not on file · 100.0% of each $10 unit into trust
- Headquarters
- 108 ROBINSON ROAD #10-00, SINGAPORE, U0, 068900
- registered in the Cayman Islands
- Lead underwriter
- not extracted from the prospectus yet
- Key officers
- GLAZER PAUL J · SIN DAVID (Director)
- Listed securities
- SCPE 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.
- 12 July 2019IPOpassed
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.
- closedpost-close RKLYSEC primary
The score
deterministic, from filed fieldsSCPE 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 — 292 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
SC Health Corp was a blank-check company whose common ticker SCPE was listed on the New York Stock Exchange. The company priced its initial public offering on July 12, 2019, as reflected in 424B prospectus 0001140361-19-012872. Its common ticker SCPE appears on the cover page of 8-K 0001140361-21-027379, filed on August 6, 2021. SC Health Corp completed a business combination and no longer files as a vehicle, with the closing established by Form 25 0000876661-21-001189 filed on August 12, 2021, under 17 CFR 240.12d2-2(a)(3), after its Units, Class A Ordinary Shares and Warrants came to evidence the securities of successor registrant Rockley Photonics Holdings Ltd (CIK 0001852117). Rockley Photonics Holdings Ltd filed an 8-K carrying item 2.01 (Completion of Acquisition) naming SC Health Corp, and the SPAC filed no closing report of its own.
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 completion deadline is 16 April 2021 - seventeen days after this report was filed - and the auditor's opinion carries a going-concern paragraph naming that exact date. The only disclosed prospect is a non-binding LOI with an unnamed target. Share counts reconcile (988,576 + 16,261,424 = 17,250,000 Class A), and Class B carries a genuine $0.00008 par value, not a typo: 5,562,500 x $0.00008 = the $445 on the equity statement. One caption error: the temporary-equity line is dated 'December 30, 2020 and 2019' where every other statement says 31 December.
The timing is the point: an unnamed target under a non-binding LOI, announced eleven days before the charter deadline and one week before the extension meeting, is the thinnest possible support for asking holders to wait — and it is furnished under Item 7.01, expressly not 'filed', so it carries none of the liability of a proxy disclosure. A letter of intent is not a deal and must never be recorded as one; nothing here creates a redemption right, a meeting or a price. The extension vote of 12 Jan 2021 remains the only dated event.
The redemption figure is hedged and the market disagrees with it: at $10.12 anticipated against a $10.24 market price, the filing's own comparison implies selling beat redeeming at the time of mailing, which is unusual and is the kind of detail that decides a holder's action. The warrant repurchase right is conditioned on the Extension being approved and is an obligation of the Sponsor, not of the trust. Redemption remains the pro-rata trust amount net of taxes and up to $100,000 of dissolution expenses, calculated two business days before the vote.
The warrant repurchase right is the unusual term and it is easy to miss: the sweetener here is offered to WARRANT holders, from the Sponsor's own pocket rather than the trust, so an extension analysis that looks only at the per-share trust figure misses half of what was promised. Note the meeting TIME changes in the definitive version filed eleven days later, from 9:00 a.m. to 2:00 p.m. Singapore time on the same date, so this preliminary should not be the source for when the meeting convened.
A going-concern paragraph that adds a liquidity condition to a date condition is a real change in what management is telling readers, and it is invisible to any comparison that only checks whether the phrase 'substantial doubt' is present. The trust is flat at about $10.65 per public share while nine-month net income has fallen to $58,360, so the shell is now consuming capital. The $174,538,543 is a September 30, 2020 balance and the $10.00 is a carrying value; nothing was written to a trust, floor, status or deadline field.
The collapse in trust yield between two consecutive quarters of the same year is the practical reason a trust figure carries a date: this trust is now growing by less than the company spends. Total current liabilities are only $13,773, so the pressure is the charter clock rather than creditors. The document also describes an escrow funded for public-warrant repurchases whose residue returns to the Sponsor, which is a sponsor-side arrangement and not trust money. Nothing was written to a trust, floor, deadline or status field.
Show 8 more material filings
Nothing has changed in the shell's position since the annual report ten weeks earlier except that costs went from nil a year ago to $212,283 a quarter: the going-concern trigger remains the charter clock, not liquidity. Both trust amounts are balance-sheet dates and neither is a redemption price; the $10.00 carrying value is the net-tangible-asset plug holding equity at $5,000,006, and the trust is about $10.11 per public share at March 31, 2020, so the gap is classification, not excess. Nothing was written to a trust, floor, deadline or status field.
Going concern here is driven purely by the charter clock, not by liquidity: trust interest of $1,397,911 covered $439,804 of operating expenses with room to spare, and no target is named. The $173,897,911 is a December 31, 2019 balance and not a redemption price; the $10.00 carrying value is the pre-2021 net-tangible-asset plug that leaves equity at exactly $5,000,010, so the $10.2m gap to trust is a classification artefact rather than an excess. Cover reconciles: 16,370,619 + 879,381 = 17,250,000 Class A. Nothing written to a status, trust or deadline field.
The trust holds $173,194,372 against the 17,250,000 units sold, slightly above the $10.00 per unit deposited, while redemption value is carried at exactly $10.00. Class B shares increased by 1,250,000 during the period, which is the founder-share adjustment that accompanies an over-allotment outcome. With $1,053,183 of cash outside the trust and no sponsor debt, the company was self-funding at the period end; the $6,037,500 deferred underwriting fee is payable only on a closing.
From September 3, 2019 the Class A share and the warrant carry their own quotes, so the share can be priced against trust value independently of the warrant instead of only as a bundled unit. Because each unit carries only one-half warrant, separation of an odd number of units yields no fractional warrant, so the warrant count that reaches the market is the whole-warrant remainder.
Completes the offering at $172.5 million in trust, holding the $10.00 per-share funding, and lifts the underwriter's back-end fee to $6,037,500.
Establishes a $10.00 trust of $150 million with $5,250,000 of deferred underwriting against it — 3.5% of the offering, held back until closing — and over $2 million of working capital outside it.
Records an unusual founder-share par value — Class B at US$0.00008 against Class A at US$0.0001 — set before pricing. The extracted text covers the memorandum; the articles' business-combination and redemption provisions are not reproduced here.
This prospectus states TWO separate warrant redemptions, and only one of them is the $18.00 trigger a reader expects. The second lets the company redeem when the last reported sale price is merely at or above $10.00 on the single trading day before the notice - not a 20-of-30 test - which is a call that can be reached while the shares trade at the trust value. Separately, SC Health Group has a forward purchase agreement for 5,000,000 Class A shares plus 1,250,000 warrants at $50,000,000, committed capital that arrives only at the combination and is not in the trust.
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.
- What changed vs 2021-05-28trust $174.5M → $174.5M -0%shares 12.9M → 4.83M -63%
trust account, redeemable shares, sponsor loans outstanding +22 moved · 3 with no prior record of ours
- Trust account
- $174.5M$174.5M
- Redeemable shares
- 12.9M4.83M
- Sponsor loans outstanding
- not previously extracted$1.0M
- Combination deadline
- 2021-08-16 · unchanged
- Going-concern doubt
- stated · unchanged
SpacBrain reads this as $5,480 left the trust between the two filings.
The clause …“which are invested in U.S. Treasury Securities. At December 31, 2020, assets held in the Trust Account were comprised of $ 174,542,012 in money market funds, which are invested in U.S. Treasury Securities, For the money market funds”…
SpacBrain reads this as 8,071,202 shares are no longer redeemable.
The clause …“authorized; 4,440,334 and 3,189,208 shares issued and outstanding (excluding 4,834,181 and 14,060,762 shares subject to possible redemption) as of June 30, 2021 and December 31, 2020, respectively 444 319 Class B ordinary shares, $”…
The clause …“as part of the issued promissory note on May 25, 2021. As of June 30, 2021, $ 1,035,000 is outstanding under the promissory note. Related Party Loans In order to finance transaction costs in connection with a Business Combination, the”…
The clause …“there can be no assurance that the Company will be able to consummate any business combination by August 16, 2021. Note 2 — Summary of Significant Accounting Policies Basis of Presentation The accompanying unaudited condensed”…
The clause …“business combination not occur, and potential subsequent dissolution, raises substantial doubt about the Company’s ability to continue as a going concern. No adjustments have been made to the carrying amounts of assets or liabilities”…
Read from stored SEC filing text by a regex — no model is involved — and each side links to the filing it came from. “Not previously extracted” is a statement about our record, not about the company: the clause may be present in wording we do not match.
Show the other 10 filings
- What changed vs 2020-11-12trust $174.5M → $174.5M +0%deadline 2021-01-16 → 2021-08-16shares 16.4M → 12.9M -21%
trust account, combination deadline, redeemable shares +13 moved · 1 with no prior record of ours
- Trust account
- $174.5M$174.5M
- Combination deadline
- 2021-01-162021-08-16
- Redeemable shares
- 16.4M12.9M
- Going-concern doubt
- stated · unchanged
SpacBrain reads this as $8,949 was added to the trust between the two filings.
The clause …“124,215 122,067 Total Current Assets 134,396 246,945 Marketable securities held in Trust Account 174,547,492 174,542,012 TOTAL ASSETS $ 174,681,888 $ 174,788,957 LIABILITIES AND SHAREHOLDERS’ EQUITY Current liabilities Account”…
SpacBrain reads this as 212 days later than the previous record.
The clause …“shareholders approved extending the Combination Period from April 16, 2021 to August 16, 2021 (the “Extension Date”). In connection with the approval of the extension, shareholders elected to redeem 7,975,485 of Class A ordinary shares”…
SpacBrain reads this as 3,471,072 shares are no longer redeemable.
The clause …“authorized; 4,344,617 and 3,189,208 shares issued and outstanding (excluding 12,905,383 and 14,060,762 shares subject to possible redemption) as of March 31, 2021 and December 31, 2020, respectively 434 319 Class B ordinary shares,”…
The clause …“condition and date for mandatory liquidation and subsequent dissolution raise substantial doubt about the Company’s ability to continue as a going concern. No adjustments have been made to the carrying amounts of assets or liabilities”…
Read from stored SEC filing text by a regex — no model is involved — and each side links to the filing it came from. “Not previously extracted” is a statement about our record, not about the company: the clause may be present in wording we do not match.
The sponsor
The people who set this company up, what they have done before, and the advisers around the deal.
SC Health Holdings Limitednamed as sponsor in this SPAC’s filings — but with no researched track record behind it yet.
A missing score, not a score of zero — why
A Sponsor Score is only published once the sponsor’s prior vehicles have been verified on EDGAR and their post-close outcomes priced. That record does not exist for this sponsor yet, so no number and no tier is shown. That is a missing score, not a score of zero — and not a neutral 50 either.
Coverage so far: 301 of 1283 tracked SPACs (23%) are attached to a scored sponsor. This card fills in by itself as the research lands.
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
Unit: U = S + W/2 · 100.0% of the $10 unit
from 424B4 0001140361-19-012872
Trading & liquidity
Company profile
Directors & officers
- GLAZER PAUL J10% owner
- SIN DAVIDDirector
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.
- SC Health Holdings Ltdwith 2 other reporting persons on the same schedule24.1% · SC 13GFeb 4, 2020 stale
- Beryl Capital Management LLCwith 2 other reporting persons on the same schedule9.1% · SC 13GJul 19, 2021 stale
- Hudson Bay Capital Management LPwith 1 other reporting person on the same schedule7.4% · SC 13GFeb 10, 2021 stale
- PERCEPTIVE ADVISORS LLCwith 2 other reporting persons on the same schedule5.8% · SC 13GFeb 16, 2021 stale
- Polar Asset Management Partners Inc.5.2% · SC 13G/AFeb 10, 2021 stale
- HGC Investment Management Inc.5.0% · SC 13GFeb 14, 2020 stale
- GLAZER CAPITAL, LLCwith 1 other reporting person on the same schedule3.1% · SC 13G/AApr 12, 2021 stale
- UBS OCONNOR LLC2.9% · SC 13G/AFeb 16, 2021 stale
- Feis Lawrence Michaelwith 1 other reporting person on the same schedule0.0% · SC 13G/AAug 9, 2021 stale
- RP Investment Advisors LPwith 3 other reporting persons on the same schedule0.0% · SC 13G/AFeb 16, 2021 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.
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
38 full SEC filing texts archived — searchable, never lost.
- Vault note — SCPE (SC Health Corp)
vault-note · /vault/tickers/SCPE
- Vault deal note — Rockley Photonics Limited (SCPE)
vault-note · /vault/deals/rockley-photonics-limited
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 trail5 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 the HISTORICAL census (EDGAR's SIC 6770 registrant list, walked in full: 3,325 registrants, 1,167 of which ever priced an IPO). The live discovery job cannot reach this registrant — it reads the filing tape, and this one stopped filing. Admission rule: src/lib/universe-admit.ts. SIC 6770 (Blank Checks); 424B 0001140361-19-012872 priced 2019-07-12; common ticker SCPE off 8-K 0001140361-21-027379 (2021-08-06); lifecycle EXITED. Ending PROVEN, not inferred: CLOSED per Form 25 0000876661-21-001189 (2021-08-12) — Form 25 filed under 17 CFR 240.12d2-2(a)(3) — the rule for securities that "have come to evidence other securities in substitution therefor", i.e. the shares became the successor's (class: Units; Class A Ordinary Shares; Warrants); the successor registrant Rockley Photonics Holdings Ltd (CIK 0001852117) filed an 8-K carrying item 2.01 (Completion of Acquisition) naming "SC Health Corp" — the SPAC merged into a new registrant and so filed no closing report of its own. 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 "SC Health Holdings Limited" sourced from prospectus definition (10-K/A) acc 0001140361-21-018782.
AI-extracted target (z-ai/glm-5.2, conf 0.95)
target recovered for a completed de-SPAC; no agreement-naming filing on file, so announcedAt is NULL rather than guessed
entity created from the filed target name; no About paragraph on file, so every other field awaits a sourced read