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TWC Tech Holdings II Corp.

TWCT · Nasdaq

Trust settledCellebrite DI Ltd. · Finished

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.

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 Nebula Caravel Acquisition Corp. / TWC Tech Holdings II Corp. (Adams Rufina A), listed on Nasdaq in September 2020.
What it's doing now
It agreed to buy Cellebrite DI Ltd., a Digital intelligence platform for investigations company. The deal valued that business at about $1.80B. 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
Cellebrite DI Ltd.
Industry
Digital intelligence platform for investigations
Deal value
$1.8B
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 September 2020
size not on file · 100.0% of each $10 unit into trust
Headquarters
FOUR EMBARCADERO CENTER, SAN FRANCISCO, CA, 94111
registered in Delaware
Lead underwriter
not extracted from the prospectus yet
Key officers
CLAMMER ADAM (CEO and President) · GREENE JAMES H JR (Director) · Wagner Scott (Director)
Listed securities
TWCT common
Cash held per sharenot filed for this window

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.

Next date that mattersno dated event on file

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.

  1. 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 milestone

Every 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.

  1. 11 September 2020IPOpassed

    IPO size not on file


The deal

terms as filed

What it is buying, on what terms, and how much of the combined company new shares take from you.


The score

deterministic, from filed fields

TWCT 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.

Asymmetric return scoreNeither a price nor a cash-per-share figure is on file for this vehicle, and the score is a ratio between the two. Nothing is estimated to fill the gap.

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.

See the names that are scored, and how


The company

from SEC filings
Read the full profile

TWC Tech Holdings II Corp. was a blank-check company whose common stock, warrants, and units traded on the Nasdaq Stock Market under the ticker TWCT. The company priced its initial public offering on September 11, 2020, as reflected in a 424B prospectus filed with the SEC under accession number 0001213900-20-026203. Its SEC CIK is 0001819313 and its SIC industry code is 6770. The TWCT ticker appears on the cover page of an 8-K filed on August 27, 2021. The company's lifecycle is closed: a Form 25 filed on August 30, 2021 under 17 CFR 240.12d2-2(a)(3) established that the Class A Common Stock, Warrant, and Units had come to evidence other securities in substitution therefor, indicating completion of a business combination after which the vehicle no longer files.


Material findings

from the full read of every filing

Every 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.

  • One of the best-capitalised shells of the 2020 cohort at the working-capital line, with almost no accrued liabilities and no sponsor debt, and trust may release interest for working capital up to $500,000 a year plus taxes. No going-concern language is asserted. The deadline is unusually generous and conditional: September 15, 2022, extending automatically to December 15, 2022 if a letter of intent, agreement in principle or definitive agreement is signed by the earlier date. Trust is a bare $10.00 per share.

  • A large, fully funded shell with roughly $2.0 million outside trust and no sponsor debt outstanding, so no near-term insider financing pressure. The trust may release interest to fund working capital, capped at $500,000 a year, plus taxes, which slowly erodes the per-share redemption value. One internal defect worth noting: the table of contents dates the statements of operations, equity and cash flows to September 30, 2019 while every statement itself is captioned September 30, 2020, so the contents page year is simply wrong.

  • The distinguishing term is in Item 1.01: on September 10, 2020 the company entered Forward Purchase Agreements with several institutional accredited investors providing for the purchase of AT LEAST $100,000,000 of Class A common stock at $10.00 per share, in a private placement closing concurrently with the initial business combination. That is committed capital independent of redemptions. The filing states the trust's $600,000,000 comprises $588,000,000 of IPO proceeds, including $21,000,000 of deferred underwriting discount, plus $12,000,000 of warrant proceeds.

  • The deadline is 24 months and self-extends to 27 months if a letter of intent, agreement in principle or definitive agreement is executed inside the first 24 - no vote, no redemption right, three extra months triggered by a signature. Two warrant redemptions apply, at $18.00 and at $10.00, and their adjustments differ: 180% of the higher of Market Value and Newly Issued Price for the first, that higher value itself for the second. The forward purchase capital is at least $100,000,000 and arrives only at closing, so it never supports the redemption price.


Filings

live EDGAR feed

Everything 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 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

Cash in trust at IPO$10.00

Unit: U = S + W/3 · 100.0% of the $10 unit

from 424B4 0001213900-20-026203

Trading & liquidity

Average daily volume (20d)no volume reported on the bars we hold
Average daily $ volumeneeds both volume and a live price
Range over the bars heldnot enough price history
Total cash in trustthe trust total is not in the last XBRL stamp

Company profile

Industry (SIC)Blank Checks (6770)
Registered inDelaware
Exchange · CIKNasdaq · 0001819313

All filings on EDGARopens on sec.gov in a new tab

Directors & officers


Institutional holders

from SC 13G/13D

Funds 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

9 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.

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 full

Every 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.


In plain English

tap a term to open it

Every 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 filings
Data 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.

TWCT — company record
UNIVERSE-HISTORY2026-08-16

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 0001213900-20-026203 priced 2020-09-11; common ticker TWCT off 8-K 0001213900-21-045329 (2021-08-27); lifecycle EXITED. Ending PROVEN, not inferred: CLOSED per Form 25 0001354457-21-000992 (2021-08-30) — 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: TWC Tech Holdings II Corp. Class A Common Stock, Warrant, and Units). 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-ID2026-08-14

sponsor "TWC Tech Holdings II, LLC" (SEC CIK 0001819317) sourced from Form 3 reportingOwner (10% owner) acc 0001213900-20-026154.

Deal — Cellebrite DI Ltd.
DEAL-TARGET2021-08-13

AI-extracted target (z-ai/glm-5.2, conf 0.99)

BACKFILL2026-08-26

target recovered for a completed de-SPAC; no agreement-naming filing on file, so announcedAt is NULL rather than guessed

PROFILE-STUB2026-08-28

entity created from the filed target name; no About paragraph on file, so every other field awaits a sourced read

Also listed inSPACs with warrants