Spring Valley Acquisition II(SVII)
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Spring Valley Acquisition II(SVII) - 2025 Q3 - Quarterly Report
2025-11-14 21:32
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2025 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-41529 SPRING VALLEY ACQUISITION CORP. II (Exact name of registrant as specified in its charter) Cayman Island ...
Spring Valley Acquisition II(SVII) - 2025 Q2 - Quarterly Report
2025-08-13 21:20
Initial Public Offering - The Company completed its Initial Public Offering on October 17, 2022, raising approximately $230.0 million in gross proceeds from the sale of 23,000,000 units at $10.00 per unit[144]. - The Company incurred offering costs of approximately $13.4 million related to the Initial Public Offering, including $8.1 million for deferred underwriting commissions[144]. - The underwriters of the Initial Public Offering were entitled to an underwriting discount of $0.20 per Unit, totaling $4.6 million, with an additional deferred fee of approximately $8.1 million payable upon completion of an initial business combination[183]. Financial Position - As of June 30, 2025, the Trust Account held approximately $158.8 million after redemptions, with 22,304,432 Class A ordinary shares remaining outstanding[154][156]. - Shareholders redeemed 8,362,234 Class A ordinary shares for approximately $90.7 million at a redemption price of $10.85 per share on January 10, 2024[154]. - The Company had approximately $0.2 million in cash held outside of the Trust Account and a working capital deficit of approximately $1.5 million as of June 30, 2025[169]. - As of June 30, 2025, the Company had Deferred Legal Fees of approximately $2,262,910, which will become payable only if a Business Combination is completed[187]. Business Combination - The Company extended the deadline to complete a business combination to October 17, 2025, as approved by shareholders on November 13, 2024[155]. - The Company must complete a business combination with a fair market value of at least 80% of the net assets held in the Trust Account[148]. - The Company entered into a Merger Agreement with Eagle Energy Metals Corp. on July 30, 2025, which includes a redomicile to Nevada prior to the merger[158]. - The Company plans to complete the initial Business Combination prior to the mandatory liquidation date, with expectations of financing from the Sponsor or its affiliates[174]. - The Company has entered into non-redemption agreements with third parties, agreeing not to redeem an aggregate of 2,075,000 Class A ordinary shares, in exchange for which the Sponsor will issue 691,666 Founder Shares upon the occurrence of an initial business combination[186]. Revenue and Expenses - The Company has not generated any operating revenues as of June 30, 2025, and relies on non-operating income from interest[143]. - As of June 30, 2025, the Company reported a net loss of approximately $0.5 million, consisting of $0.3 million in general and administrative expenses and $0.7 million in change of fair value of derivative liability, partially offset by $0.5 million in income from investments held in the Trust Account[166]. - For the three months ended June 30, 2024, the Company had a net income of approximately $1.9 million, driven by $2.1 million in income from investments held in the Trust Account, offset by $181,686 in general and administrative expenses[168]. - The Company incurred $0 in administrative service fees for the three and six months ended June 30, 2025, following the termination of the administrative services agreement in November 2024[180]. Going Concern - Management has expressed substantial doubt about the Company's ability to continue as a going concern for a period within one year after the issuance of the unaudited condensed financial statements[173]. Accounting Standards - The company adopted ASU No. 2021-08 on January 1, 2023, which did not impact the audited financial statements[196]. - The adoption of ASU No. 2016-13 on January 1, 2023, did not have a material impact on the company's condensed financial statements[197]. - The company is classified as an "emerging growth company" under the JOBS Act, allowing it to delay the adoption of new accounting standards[202]. - The company is not required to provide an auditor's attestation report on internal controls over financial reporting due to its status as an emerging growth company[203]. - The company does not expect the amendments in ASU 2023-09 to have a material impact on its financial position and results of operations[200]. - The company has not held any investments in equity securities subject to contractual sale restrictions as of June 30, 2025, thus not expecting material impact from ASU 2022-03[198]. - The company is a smaller reporting company and is not required to provide certain disclosures under the Exchange Act[205]. - The company recognizes changes in redemption value of redeemable ordinary shares immediately and adjusts the carrying value at the end of each reporting period[189].
Spring Valley Acquisition II(SVII) - 2025 Q1 - Quarterly Report
2025-05-14 23:30
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 (Exact name of registrant as specified in its charter) Cayman Islands 98-1579063 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification Number) For the quarterly period ended March 31, 2025 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE AC ...
Spring Valley Acquisition II(SVII) - 2024 Q4 - Annual Report
2025-04-11 20:30
☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 SPRING VALLEY ACQUISITION CORP. II (Exact name of registrant as specified in its charter) | Cayman Islands | 001-41529 | 98-1579063 | | --- | --- ...
Spring Valley Acquisition II(SVII) - 2024 Q1 - Quarterly Report
2024-05-14 20:05
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 SPRING VALLEY ACQUISITION CORP. II (Exact name of registrant as specified in its charter) Cayman Islands 98-1579063 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification Number) 2100 McKinney Ave., Suite 1675 Dallas, TX 7520 ...
Spring Valley Acquisition II(SVII) - 2023 Q4 - Annual Report
2024-03-29 21:07
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to SPRING VALLEY ACQUISITION CORP. II (Exact name of registrant as specified in its charter) | Cayman Islands | 001-41529 | 98-1579063 | | --- | --- ...
Spring Valley Acquisition II(SVII) - 2023 Q3 - Quarterly Report
2023-11-13 11:32
For the transition period from to Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 (I.R.S. Employer Identification Number) 2100 McKinney Ave., Suite 1675 Dallas, TX 75201 (214) 308-5230 (Address, including zip code, and ...
Spring Valley Acquisition II(SVII) - 2023 Q2 - Quarterly Report
2023-08-14 20:07
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-41529 SPRING VALLEY ACQUISITION CORP. II 2100 McKinney Ave., Suite 1675 Dallas, TX 75201 (214) 308-5230 (Address, ...
Spring Valley Acquisition II(SVII) - 2023 Q1 - Quarterly Report
2023-05-12 20:06
FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Commission File Number 001-41529 SPRING VALLEY ACQUISITION CORP. II (Exact name of registrant as specified in its charter) Cayman Islands 98 ...
Spring Valley Acquisition II(SVII) - 2022 Q4 - Annual Report
2023-03-29 01:59
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to SPRING VALLEY ACQUISITION CORP. II (Exact name of registrant as specified in its charter) | Cayman Islands | 001-41529 | 98-1579063 | | --- | --- ...