VHCP SEC filings, in plain English
Everything Vine Hill Capital Investment Corp. II has filed with the SEC that we hold — 25 filings, newest first, 23 with a plain-English summary of what changed and why it matters. Every row links to the primary document on EDGAR, so you can check the source rather than trust us.
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What changed: quarterly report on Form 10-Q. Vine Hill Capital Investment Corp. II reported its financial results for the three and six months ended June 30, 2026. As of that date, the trust held $234,316,000, or $10.19 per share, up from $230,229,000 ($10.01 per share) at year-end 2025. The Company had $2,038,000 in cash and $1,918,000 in working capital. Net income was $1,646,000 for the quarter and $3,261,000 for the six-month period, derived entirely from interest earned on the trust. General and administrative expenses totaled $427,000 and $864,000, respectively. No business combination has been identified; the Company remains searching. The deadline to complete a deal is December 19, 2027, 24 months from the IPO closing. Why it matters: This is the first quarterly report since the December 2025 IPO. It confirms the trust is fully funded and growing through interest income, the sponsor has made no loans or extensions, and management's own cash burn rate is low ($2M+ in operating cash). The trust value of $10.19 per share, above the $10.00 IPO price, indicates no redemptions have occurred. There is no news of a target, no litigation, and no change in sponsor conduct. For SPAC investors tracking the redemption deadline and trust value, this filing contains no warning signs but also no progress toward a deal.
What changed vs 2026-05-14trust $2.0M → $4.1M +101%trust account, redeemable shares1 moved · 1 with no prior record of ours
- Trust account
- $2.0M$4.1M
- Redeemable shares
- 23.0M · unchanged
SpacBrain reads this as $2,054,000 was added to the trust between the two filings.
The clause …“to net cash used in operating activities: Interest income on investment held in Trust Account ( 4,087,000 ) Changes in operating assets and liabilities: Decrease in prepaid expenses and other 15,000 (Decrease) in accounts payable”…
The clause …“value; 175,000,000 shares authorized; none issued or outstanding (excluding 23,000,000 shares subject to possible redemption) at June 30, 2026 and December 31, 2025. — — Class B ordinary shares, $ 0.0001 par value; 17,500,000 shares”…
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.
What changed: Quarterly Report on Form 10-Q for the period ended March 31, 2026, filed by Vine Hill Capital Investment Corp. II, a blank check company (SPAC) that completed its IPO on December 19, 2025 and is still searching for an initial business combination. Cash decreased from $2,845,000 to $2,344,000; Trust Account grew from $230,229,000 to $232,262,000 due to $2,033,000 in interest income; net income for Q1 2026 was $1,615,000; redemption value per Class A share increased from $10.01 to $10.10 through accretion; deferred compensation increased; no business combination announced; no extensions or redemptions; no working capital loans outstanding. Why it matters: This is the first quarterly report after the SPAC's IPO — it establishes the baseline trust value, cash burn rate, and accretion schedule for investors tracking redemption deadlines and deal progress. The trust is growing with interest, providing a modest per-share increase for potential redeeming shareholders.
trust account, redeemable sharesnothing moved · 2 with no prior record of ours
- Trust account
- not previously extracted$2.0M
- Redeemable shares
- not previously extracted23.0M
The clause “000 Loss from operations ( 437,000 ) Other income Interest income on investment held in Trust Account 2,033,000 Interest income on cash in operating account 19,000 Total other income 2,052,000 Net income $ 1,615,000 Weighted average Class”…
The clause …“value; 175,000,000 shares authorized; none issued or outstanding (excluding 23,000,000 shares subject to possible redemption) at March 31, 2026 and December 31, 2025. — — Class B ordinary shares, $ 0.0001 par value; 17,500,000 shares”…
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.
What changed: 10-K Annual Report. First annual report since IPO; reports $230M trust ($10.01 per share), no business combination yet, zero net income, $5.4M accumulated deficit, updated risk factors and management bios. Why it matters: Provides audited financials confirming trust value and the SPAC's search status; no new deal progress or extension threats.
What changed: A routine compliance exhibit—specifically, a Joint Filing Agreement attached to a Schedule 13G beneficial ownership report, executed pursuant to the Securities Exchange Act of 1934. The document contains no amendments or provisions bearing on redemption deadlines, trust value distributions, extension voting, target acquisition progress, or sponsor conduct. It attributes no statements to any executive, director, advisor, or principal regarding customers, revenue, market size, strategy, technology, partnerships, litigation, or personnel. Zero operational, financial, or valuation metrics are disclosed. Why it matters: It administratively consolidates Section 13 and Section 16 reporting obligations for five RP-affiliated funds under a single signature authority held by Richard Pilosof, Chief Executive Officer of RP Investment Advisors LP, acting by its general partner. For investors tracking Vine Hill Capital Investment Corp. II, this confirms synchronized institutional compliance monitoring without introducing valuation shifts, timeline adjustments, tender triggers, or commercial developments that would affect the trust account or redemption window.
What changed: A Joint Filing Agreement executed on February 17, 2026 and filed as Exhibit 99.1 to a Schedule 13G beneficial ownership report. It formally establishes a co-filing arrangement under Securities Exchange Act Rule 13d-1(k) between Vine Hill Capital Sponsor II LLC and Nicholas Petruska for their statements regarding Class A ordinary shares, par value of $0.0001, of Vine Hill Capital Investment Corp. II. Nothing altered regarding the SPAC’s operational mechanics. The filing introduces no amendments to the redemption timeline, leaves the stated trust value per share unchanged at $10.19, does not modify the December 19, 2027 business combination deadline, records no extension motions or voting procedure adjustments, reflects zero advancement toward a merger or acquisition target, and reports no shifts in sponsor conduct, insider trading, or control arrangements beyond standard regulatory housekeeping. Why it matters: The document contains no claims regarding customers, revenue streams, total addressable market sizing, corporate strategy, proprietary technology, partnership announcements, pending litigation, or executive personnel performance. Its only function is procedural: it authorizes either signatory to file future Schedule 13G amendments on behalf of the other, consolidating SEC compliance into a single reporting track. For investors tracking VHCP, this confirms that Vine Hill Capital Sponsor II LLC and Managing Member Nicholas Petruska are jointly tracked for beneficial ownership, but it carries absolutely no mechanical impact on the $10.19 trust baseline, the hard December 19, 2027 deadline, or the active SEARCHING status.
What changed: A routine compliance exhibit: a joint filing agreement attached to a Schedule 13G beneficial ownership report, executed on February 12, 2026 by Adage Capital Management, L.P., Robert Atchinson, and Phillip Gross. No alteration to Vine Hill Capital Investment Corp. II’s mechanics is disclosed. The filing does not extend the redemption deadline, adjust the trust value per share, modify the target search timeline, or impact sponsor conduct; it merely codifies that future Schedule 13G amendments will be submitted jointly, with each signatory retaining independent liability for the completeness and accuracy of their own disclosures. Why it matters: Beyond the administrative acknowledgment and signing authority noted by the undersigned, the exhibit contains no claims regarding customers, revenue, market size, strategy, technology, partnerships, litigation, or personnel. As a standalone joint-acquisition attachment, it indicates coordinated regulatory reporting without revealing the underlying share quantities, ownership percentages, or purchase dates that typically signal investor positioning ahead of a SPAC merger announcement.
What changed: A Form 8-K current report and attached press release announcing the authorization for holders of Vine Hill Capital Investment Corp. II’s initial public offering units to elect separate trading of the underlying Class A ordinary shares and redeemable warrants. This filing designates February 9, 2026, as the commencement date for separately trading the underlying Class A ordinary shares (symbol VHCP, $0.0001 par value) and redeemable warrants (symbol VHCPW) on Nasdaq. Each unit comprises one share and one-third of a warrant, with each whole warrant entitling the holder to purchase one share at a $11.50 exercise price. Unsuspended units will continue trading as VHCPU. The filing does not modify, reference, or alter the stated December 19, 2027, redemption deadline, the existing trust account structure, or any redemption mechanics. Why it matters: Unit separation permits investors to trade the equity and warrant components independently, which clarifies the cost basis for potential future warrant exercises at the documented $11.50 strike. The announcement confirms that the SEC declared the registration statement effective on December 17, 2025, and verifies the company remains operational ahead of its search for a business combination. Per the attached press release, the company intends to focus its target selection on industries complementing the management team’s background, though no prospective targets, revenue projections, or sponsor conduct developments are disclosed. This is a standard post-offering administrative event that neither accelerates the search timeline nor impacts shareholder redemption rights.
What changed: Quarterly report on Form 10-Q for the period ended September 30, 2025, covering a pre-IPO SPAC's formation and proposed offering. Subsequent to the reporting period, on December 19, 2025, the Company completed its initial public offering of 23,000,000 units at $10.00/unit and a private placement of 5,500,000 warrants at $1.00/warrant, depositing $230,000,000 in trust. The trust deadline is 24 months from closing (December 19, 2027). No business combination target has been selected. Why it matters: Confirms the trust size ($230M), per-unit trust value ($10.00 at IPO), and the 24-month deadline (December 19, 2027). The SPAC is now fully funded and in its search phase with no deal announced.
What changed: Form 8-K Current Report filed by Vine Hill Capital Investment Corp. II, announcing the closing of its initial public offering and concurrent private placement, and submitting an audited balance sheet dated December 19, 2025 as Exhibit 99.1. The registrant reports that on December 19, 2025, it completed its IPO of 23,000,000 Units at $10.00 per Unit, generating $230,000,000 in gross proceeds and fully exercising the underwriter’s 3,000,000 Unit over-allotment option. Concurrently, the registrant sold 5,500,000 Private Placement Warrants to Vine Hill Capital Sponsor II LLC for $5,500,000. Per Item 8.01 and Note 1, net proceeds totaling $230,000,000 were deposited into a Trust Account at Continental Stock Transfer & Trust Company. The registrant discloses that an initial $2,050,000 overfund occurred at closing and was returned to the underwriter on December 22, 2025. The audited balance sheet lists Class A ordinary shares subject to possible redemption at $10.00 per share for 23,000,000 shares ($230,000,000). The registrant establishes a 24-month period from closing to consummate an initial business combination or redeem 100% of public shares. Note 1 specifies that target acquisitions must hold an aggregate fair market value of at least 80% of the Trust Account assets (excluding deferred underwriting commissions and taxes on trust income). Note 7 states public and private warrants carry a $11.50 exercise price, become exercisable 30 days post-combination, and expire five years post-combination. The registrant reports $3,232,000 in non-trust cash, $8,050,000 in deferred underwriting payable, and executive compensation arrangements of $33,000 per month for the CEO and CFO ($16,500 currently paid monthly, $16,500 payable upon consummation). Note 5 details a $15,000 per month administrative support payment to the sponsor and a Cayman Islands corporate structure with a zero income tax provision. WithumSmith+Brown, PC issued an unqualified audit opinion on the balance sheet as of the December 29, 2025 filing date. Why it matters: This filing establishes the definitive accounting and structural baseline for VHCP shareholders monitoring redemption mechanics and sponsor runway. By confirming the $230,000,000 trust deposit and the $10.00 per-class-A-share redemption value, it caps the baseline liquidation floor absent interest accruals or amendment-driven redemptions. The explicit 24-month business combination deadline (closing December 19, 2025) fixes the calendar for potential shareholder vote timelines, extension negotiations, or forced liquidation triggers. The full exercise of the 3,000,000-unit over-allotment eliminates founder share forfeiture scenarios, locking the sponsor’s 7,666,667 Class B equity position and finalizing the pro-rata distribution denominator. The disclosed amendment-triggered redemption clause and the 80% fair market value target threshold define the precise contractual gates governing minority shareholder exit options prior to a merger. Additionally, the fixed monthly operating draw for executives ($33,000) and sponsor administration ($15,000), tracked against the reported $3,232,000 non-trust cash reserve, quantifies the working capital depletion rate that dictates when the sponsor may invoke working capital loans or tap trust interest for tax liabilities. The audited balance sheet, CPA attestation, and verified liability schedule (including the $8,050,000 deferred underwriting commission and $43,000 deferred legal payable) provide the audited starting point required to model trust value drift, sponsorship incentive alignment, and compliance progression through the combination phase.
What changed: FORM 4 — insider ownership report [0001213900-25-125378]. Per the sworn disclosures by reporting persons Vine Hill Capital Sponsor II LLC and director/CEO Nicholas A. Petruska (designated as manager of Vine Hill Spn II and both noted as 10% owners), the filing records exactly zero non-derivative transactions or changes in equity positions. Consequently, the sponsorship capital commitment remains static. This submission contains no filings addressing the 2027-12-19 redemption deadline, no extension proposals, and no adjustments to the stated $10.19 per-share trust balance. Why it matters: For shareholders monitoring the SEARCHING phase and weighing redemption versus hold decisions before the December 2027 expiration, the absence of insider buying or selling signals no immediate tactical shift in sponsor positioning ahead of a potential business combination. The document contains no substantive claims regarding acquisition targets, customer agreements, historical or projected revenue, total addressable market size, proprietary technology, commercial partnerships, ongoing litigation, or executive succession plans. With the trust accretion fixed at $10.19 and the hard deadline unmoved at 2027-12-19, redemption mechanics remain governed entirely by prior prospectus terms until management files a definitive proxy, tender offer, or extension amendment.
What changed: Form 8-K reporting the closing of the initial public offering of Vine Hill Capital Investment Corp. II, including the full exercise of the underwriters' over-allotment option, and the entry into related material definitive agreements. The SPAC completed its IPO, raising $230 million in gross proceeds (including over-allotment) with 23 million units sold at $10.00 per unit. The trust account was funded with the full $230 million ($10.00 per public share). Sponsor purchased 5.5 million private placement warrants for $5.5 million. Deadline for business combination is 24 months from IPO closing (December 19, 2027). Board of directors appointed: John C. Adams, Harvey Marshall Sonenshine, Junping Wang, Daniel Zlotnitsky, and Nicholas Petruska. Standard lock-up agreements and trust account protections are in place. Why it matters: This filing confirms the SPAC's public listing with a $230 million trust ($10.00 per share) and a 24-month deadline for completing a business combination. Investors have concrete trust value per share and deadline date for redemption tracking. Sponsor incentives are aligned through founder shares and private placement warrants. No target has been identified; the SPAC remains in search mode.
What changed: Rule 424(b)(4) initial public offering prospectus for Vine Hill Capital Investment Corp. II, a newly organized Cayman Islands exempted blank check company marketing 20,000,000 units to raise capital for a future business combination. This filing establishes the foundational mechanics rather than modifying existing ones. The prospectus sets a 24-month completion window from the anticipated December 19, 2025 closing, with a trust account initially funded at $10.00 per public share totaling $200,000,000 ($230,000,000 with full over-allotment). Why it matters: Per the prospectus, management targets middle-market businesses with an aggregate enterprise value of $500 million or greater, prioritizing sectors like industrials, technology, logistics, fintech, and AI infrastructure that possess proven track records and strong free cash flow generation. The filing highlights that the leadership team has participated in 11 completed SPAC transactions across affiliated vehicles, though management explicitly cautions that past performance guarantees neither future success nor successful target identification.
What changed: Form 3 — initial statement of beneficial ownership of securities (routine SEC compliance exhibit). The filing explicitly states that director John Charles Adams reports no non-derivative transactions or holdings. It does not amend or update the company’s SEARCHING status, sponsor conduct, trust value per share ($10.19), or redemption deadline (2027-12-19). Why it matters: Routine Form 3 filings establish baseline insider equity positions required under Section 16(a) of the Securities Exchange Act. A director disclosing zero non-derivative holdings creates a clean starting ledger for tracking future insider accumulation or divestitures ahead of potential business combinations or extension votes, but conveys no new information regarding customers, revenue, market size, strategy, technology, partnerships, litigation, or additional personnel movements. Because it records no mechanical adjustments to the trust account, redemption timeline, or sponsor actions, it carries no direct impact on shareholder redemption decisions or deal-execution tracking.
What changed: SEC Form 3 initial statement of beneficial ownership, labeled in the filing as an insider ownership report. The filing states that Director Wang Junping reported zero non-derivative transactions or holdings. Per the regulator’s submission, no common stock, warrants, options, or derivative contracts were purchased, sold, or retained as of the filing date. Why it matters: This routine statutory disclosure does not intersect with VHCP’s SEARCHING classification, the December 19, 2027 business combination deadline, the $10.19 per-share trust value, or any extension/redemption mechanics. Because the filing explicitly records no insider equity movement, it triggers no implications for sponsor capital commitments, lock-up expirations, dilution mathematics, or liquidation sequencing. The document contains no operational data, customer or revenue claims, market sizing, strategic roadmaps, technological assertions, partnership disclosures, litigation notices, or executive commentary beyond the reporter’s name and director title, meaning it contributes no actionable signals to redemption tracking, trust valuation monitoring, or deal-progress assessment.
What changed: A Form S-1MEF, a registration statement filed under Rule 462(b) to register additional securities for Vine Hill Capital Investment Corp. II. The Registrant has registered 2,875,000 additional units, each comprising one Class A ordinary share and one-third of one redeemable public warrant, with 375,000 of those units subject to the underwriter’s option. The filing additionally registers 958,333 Class A ordinary shares underlying the warrants. Incorporated by reference is the Prior Registration Statement (File No. Why it matters: The Registrant states this filing solely expands the registered pool of IPO units and warrant shares under the already-effective prior framework, meaning the additional 2,875,000 units are immediately available for pricing and sale. Chief Executive Officer Nicholas Petruska and Chief Financial Officer Daniel Zlotnitsky execute the filing and certify sufficient account funds to cover the fee instruction.
What changed: A routine compliance exhibit — Form 3 — insider ownership report. This document is a routine compliance exhibit — Form 3 — insider ownership report. As stated by the reporting director Harvey Marshall Sonenshine, Vine Hill Capital Investment Corp. II is the issuer and there are 'No non-derivative transactions or holdings reported.' Bearing on mechanics: the filing records no share acquisitions, dispositions, or current positional adjustments by the director, delivers no update on VHCP’s SEARCHING status, provides no indication of extension voting or deadline changes relative to the 2027-12-19 redemption calendar, and does not modify the $10.19 trust value per share. Bearing on other substance: the text contains no claims, projections, or disclosures concerning customers, revenue, market size, strategy, technology, partnerships, litigation, or personnel movements; it exclusively functions as a regulatory position ledger with empty entries. Why it matters: Investors tracking redemptions, trust preservation, extensions, deal progress, and sponsor conduct see this as a baseline transparency filing that confirms the reporting director has not altered equity exposure in the public company. It leaves the $10.19 trust value per share and the 2027-12-19 deadline mechanically unchanged, but eliminates near-term inference that insiders are accumulating shares ahead of a target announcement. Because the filing attributes all content to the reporting person and contains zero operational or valuation assertions, it preserves informational neutrality without shifting the SPAC’s initial business combination trajectory or trust accounting as of the 2025-12-17 filing date.
What changed: A Form 3 initial statement of beneficial ownership classified as a routine compliance exhibit. Daniel Zlotnitsky reported 'No non-derivative transactions or holdings,' meaning insider equity positioning is static. This leaves the stated $10.19 per share trust balance, the December 19, 2027 business combination deadline, and the current SEARCHING classification completely unaffected. Why it matters: Investors monitoring redemption mechanics, extension triggers, or sponsor alignment receive no actionable update. Zero share purchases or sales were disclosed, so sponsorship commitment signals and cash deployment timelines remain unchanged. According to the filing, the document contains no substantive operational disclosures regarding customers, revenue, market size, strategy, technology, partnerships, litigation, or personnel beyond the reporter’s titles.
What changed: Form 3 — insider ownership report. Per the filing, Nicholas A. Petruska (listed as Director, CEO, and MM of Vine Hill Spn II) and Vine Hill Capital Sponsor II LLC are named as reporting persons, each designated as a 10% owner. The document explicitly states 'No non-derivative transactions or holdings reported.' Why it matters: For investors tracking redemption mechanics, trust value, extensions, deal progress, and sponsor conduct, this routine compliance exhibit confirms that neither the sponsor vehicle nor its CEO altered their registered 10% equity positions with this filing. Because the submission logs administrative updates rather than trading activity, it delivers no fresh indicator of managerial alignment or defensive buying ahead of any future merger vote or trust dissolution window. The filing also contains no forward-looking assertions regarding target identification timelines, customer pipelines, revenue projections, market capture strategies, technology roadmaps, partnership frameworks, litigation exposure, or additional executive appointments. Investors awaiting substantive updates on trust trajectory or operational deadlines should monitor for subsequent prospectus amendments, proxy solicitations, or formal announcements detailing the sponsor’s acquisition search milestones.
What changed: A routine compliance exhibit (Form 8-A) registering certain classes of securities—specifically Units, Class A Ordinary Shares, and Redeemable warrants—for reporting under Section 12(b) of the Securities Exchange Act of 1934 and official listing on The Nasdaq Stock Market LLC. Per the document executed by Vine Hill Capital Investment Corp. II and signed by Chief Executive Officer Nicholas Petruska on December 15, 2025, this filing administratively registers the listed securities and establishes their Nasdaq trading framework. It reports no modifications to the redemption deadline of 2027-12-19, the trust value of $10.19 per share, the SEARCHING status, any trust extensions, business combination progress, or sponsor conduct. The filing explicitly states the warrant exercise price as $11.50 for each whole warrant exercisable for one Class A Ordinary Share and directs investors to the Description of Securities section in the Registration Statement on Form S-1 (File No. 333-291793), originally filed November 25, 2025, for the operative mechanics governing redemptions, extensions, and sponsor commitments. Why it matters: This exhibit serves as a formal listing confirmation rather than a substantive amendment, meaning the redemption calendar, trust account balance per share ($10.19), and deal search timeline remain governed entirely by the original prospectus. By codifying the $11.50 strike price and incorporating the November 25, 2025 S-1 by reference, the filing provides a verified anchor for derivative pricing and regulatory tracking without altering investor payout mechanics. Because it contains no new covenant language, governance shifts, or extension notices, it does not trigger early redemption considerations or signal accelerated deal activity; investors seeking details on sponsor forfeitures, extension vote thresholds, or target negotiation status must review the incorporated prospectus rather than this registration form.
What changed: Amendment No. 2 to Registration Statement on Form S-1 for an initial public offering of a blank check company — Vine Hill Capital Investment Corp. II. This filing, dated December 15, 2025, updates the preliminary prospectus for the IPO. The key mechanics: the trust value is $10.00 per unit ($175 million total, or $201.25 million if the over-allotment is exercised). The deadline to complete a business combination is 24 months from the closing of this offering (i.e., deadline 2027-12-19). Redemption rights are at $10.00 per share (pro rata trust) upon completion of a business combination, with a 15% cap on redemptions if a shareholder vote is held. Sponsor purchased 6,708,333 founder shares for $25,000 (~$0.004 per share) on August 21, 2025. Sponsor also subscribed to purchase 5,500,000 private warrants at $1.00 each ($5.5 million). The trust holds at least 90% of gross proceeds. The company notes it may seek shareholder approval to extend the deadline; there is no limit on extensions, but if an extension requires additional trust deposits and they are not made, there is a 30-day cure period before liquidation. Why it matters: This is the second amendment to the S-1, indicating the IPO is progressing toward effectiveness. The trust is $10.00 per share, a clean number for redemptions. The sponsor's extremely low cost basis ($0.004/share) and large potential dilution (25% of post-IPO shares) are typical SPAC risks. The management team's track record includes 11 completed SPAC business combinations but also notable failures — Canoo (Chapter 7), Sonder (Ch. 7 liquidation announced), and Hennessy V (liquidated). The prospectus includes extensive disclosure on conflicts with VCIC I (the same team's other SPAC, which has a pending deal with CoinShares). The deadline is a standard 24 months. Redemption mechanics allow for either a shareholder vote or a tender offer at the company's discretion.
What changed: Amendment No. 1 to Form S-1 Registration Statement (exhibits-only filing). Filing consists only of the facing page, explanatory note, Item 16(a) (exhibits), signature page, and filed exhibits. The remainder of the Registration Statement is unchanged and has been omitted. Why it matters: This filing adds the final forms of the Underwriting Agreement, Amended and Restated Memorandum and Articles of Association, Warrant Agreement, specimen certificates, legal opinions, and various agreements (Letter Agreement, Investment Management Trust, Registration Rights, Securities Subscription, Private Placement Warrants Purchase, Indemnity, Administrative Services, Code of Ethics, and committee charters). It confirms the IPO structure: 17,500,000 units (plus 2,625,000 over-allotment) at $10.00/unit, $175,000,000 trust deposit, sponsor purchase of 5,500,000 private placement warrants at $1.00 each, and 6,708,333 founder shares issued for $25,000. No changes to trust value ($10.19/share), redemption deadline (2027-12-19), or deal progress. The SPAC remains in searching status with no target business identified.
What changed: Registration statement (S-1) for a new blank check company's initial public offering of 17,500,000 units at $10.00 per unit, each unit consisting of one Class A ordinary share and one-third of one redeemable warrant, with a concurrent private placement of 5,500,000 warrants to the sponsor. Initial filing; no prior registration statement exists for this SPAC. Why it matters: Establishes all key terms for the SPAC: $175 million trust ($10.00 per unit), 24-month deadline from closing to complete a business combination, no target identified or discussions initiated, sponsor purchased 6,708,333 founder shares for $25,000 ($0.004/share), sponsor will purchase 5,500,000 private placement warrants for $5,500,000, CEO and CFO each to receive $33,000/month (half current, half deferred), administrative fee of $15,000/month to sponsor affiliate, up to $300,000 in offering expense loans to be repaid, up to $2,500,000 in working capital loans convertible into warrants at $1.00 each, redemption rights for public shareholders with a 15% limitation if shareholder vote is sought, founder shares subject to 180-day lock-up, and potential anti-dilution adjustments to founder shares that could cause significant dilution to public shareholders.
What changed: A confidential draft Form S-1 registration statement detailing the proposed initial public offering of 17,500,000 units by Vine Hill Capital Investment Corp. II, a newly incorporated Cayman Islands blank check company. This is a pre-offering draft filing that establishes, rather than alters, the entity's initial operating mechanics. The drafting company states the trust account will initially hold $10.00 per public share, totaling $175,000,000 ($201,250,000 if the underwriters exercise their full over-allotment option). Why it matters: The extreme valuation disparity between the $10.00 public offering price and the $0.004 sponsor cost for founder shares is repeatedly disclosed by the company as a primary driver of immediate and substantial dilution for public investors. According to the prospectus, management claims its executives previously participated in 10 completed SPAC business combinations with a combined enterprise value of $32.6 billion, raising over $4.4 billion in capital.
In plain English
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.
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.
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.