Spring Valley Acquisition Corp. II Files 8-K
| Field | Detail |
|---|---|
| Company | Spring Valley Acquisition Corp. II |
| Form Type | 8-K |
| Filed Date | Oct 9, 2025 |
| Risk Level | medium |
| Pages | 3 |
| Reading Time | 3 min |
| Key Dollar Amounts | $0.0001, $11.50, $1,500,000, $1 |
| Sentiment | neutral |
Sentiment: neutral
Topics: material-agreement, financial-obligation, spac
Related Tickers: SVII
TL;DR
SVII filed an 8-K on 10/8/25 detailing material agreements and financial obligations.
AI Summary
On October 8, 2025, Spring Valley Acquisition Corp. II entered into a material definitive agreement. This filing also details the creation of a direct financial obligation or an obligation under an off-balance sheet arrangement for the registrant. The filing includes financial statements and exhibits related to these events.
Why It Matters
This 8-K filing indicates significant corporate actions and potential financial obligations for Spring Valley Acquisition Corp. II, requiring investor attention.
Risk Assessment
Risk Level: medium — The filing indicates a material definitive agreement and potential financial obligations, which could introduce new risks or opportunities for the company.
Key Numbers
- 0001843477 — Central Index Key (Unique identifier for Spring Valley Acquisition Corp. II)
- 001-41529 — SEC File Number (SEC file number for Spring Valley Acquisition Corp. II)
Key Players & Entities
- Spring Valley Acquisition Corp. II (company) — Filer of the 8-K
- 0001104659-25-098375 (document_id) — Accession Number for the filing
- 20251008 (date) — Period of report
- $11.50 (dollar_amount) — Exercise price for redeemable public warrants
FAQ
What is the nature of the material definitive agreement entered into by Spring Valley Acquisition Corp. II?
The filing indicates the entry into a material definitive agreement but does not specify its exact nature in the provided text.
What are the specific financial obligations created by this filing?
The filing states the creation of a direct financial obligation or an obligation under an off-balance sheet arrangement, but the details are not provided in this excerpt.
When was this 8-K filing submitted?
The filing was submitted on October 9, 2025.
What is the exercise price for the redeemable public warrants mentioned?
The exercise price for each whole warrant is $11.50.
What are the components of the units offered by Spring Valley Acquisition Corp. II?
Each unit consists of one Class A ordinary share and one-half of one redeemable public warrant.
Filing Stats: 843 words · 3 min read · ~3 pages · Grade level 11.9 · Accepted 2025-10-09 16:30:43
Key Financial Figures
- $0.0001 — nsisting of one Class A ordinary share, $0.0001 par value, one right and one-half of on
- $11.50 — ordinary share at an exercise price of $11.50 SVIIW The Nasdaq Stock Market LLC I
- $1,500,000 — Note") in the principal amount of up to $1,500,000 to Spring Valley Acquisition Sponsor II
- $1 — of the Note being converted divided by $1.00, rounded up to the nearest whole num
Filing Documents
- tm2528305d3_8k.htm (8-K) — 36KB
- tm2528305d3_ex10-1.htm (EX-10.1) — 27KB
- 0001104659-25-098375.txt ( ) — 299KB
- svii-20251008.xsd (EX-101.SCH) — 4KB
- svii-20251008_def.xml (EX-101.DEF) — 28KB
- svii-20251008_lab.xml (EX-101.LAB) — 38KB
- svii-20251008_pre.xml (EX-101.PRE) — 26KB
- tm2528305d3_8k_htm.xml (XML) — 9KB
01. Entry into a Material Definitive Agreement
Item 1.01. Entry into a Material Definitive Agreement The information provided in Item 2.03 of this Current Report on Form 8-K is incorporated by reference into this Item 1.01. Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. On October 8, 2025, Spring Valley Acquisition Corp. II (the "Company") issued an unsecured promissory note (the "Note") in the principal amount of up to $1,500,000 to Spring Valley Acquisition Sponsor II, LLC (the "Sponsor"), a significant shareholder of the Company, which may be drawn down from time to time prior to the Maturity Date (defined below) upon request by the Company. The Note does not bear interest and the principal balance will be payable on the date on which the Company consummates its initial business combination (such date, the "Maturity Date"). In the event the Company consummates its initial business combination, the Sponsor has the option on the Maturity Date to convert all or any portion of the principal outstanding under the Note into that number of warrants ("Working Capital Warrants") equal to the portion of the principal amount of the Note being converted divided by $1.00, rounded up to the nearest whole number. The terms of the Working Capital Warrants, if any, would be identical to the terms of the private placement warrants issued by the Company at the time of its initial public offering (the "IPO"), as described in the prospectus for the IPO dated October 12, 2022 and filed with the U.S. Securities and Exchange Commission, including the transfer restrictions applicable thereto. The Note is subject to customary events of default, the occurrence of certain of which automatically triggers the unpaid principal balance of the Note and all other sums payable with regard to the Note becoming immediately due and payable. The issuance of the Note was made pursuant to the exemption from registration contained in Section 4(a)(2) of the Securities
01. Financial
Item 9.01. Financial (d) Exhibits Exhibit No. Description 10.1 Promissory Note, dated October 8, 2025 104 Cover Page Interactive Date File (embedded within the Inline XBRL document) SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. SPRING VALLEY ACQUISITION CORP. II By: /s/ Christopher Sorrells Name: Christopher Sorrells Title: Chief Executive Officer and Chairman Dated: October 9, 2025