Business Context and Reporting Period
Company: Range Capital Acquisition Corp II (a Cayman Islands exempted company and blank check SPAC).
Reporting Period: Quarter ended September 30, 2025 (Inception: May 22, 2025).
Status: Pre-IPO formation phase. The company was incorporated to effect a business combination. As of the balance sheet date, no operations had commenced, and no target business had been selected. The Initial Public Offering (IPO) was consummated on October 6, 2025, subsequent to the reporting period.
Key Financial Metrics (As of September 30, 2025)
| Metric | Value |
|---|---|
| Total Assets | $299,296 |
| Cash and Cash Equivalents | $9,280 |
| Deferred Offering Costs | $290,016 |
| Total Liabilities | $324,096 |
| Promissory Note (Related Party) | $132,361 |
| Accrued Offering Costs | $174,718 |
| Shareholders' Deficit | ($24,800) |
| Net Loss (3 Months Ended Sept 30, 2025) | ($37,363) |
| Net Loss (Inception to Sept 30, 2025) | ($49,800) |
| Revenue | $0 |
Material Changes and Subsequent Events
The financial statements reflect the pre-IPO formation period. Significant capital events occurred immediately after the reporting period:
- IPO Consummation: On October 6, 2025, the company completed an IPO of 23,000,000 Units (including full over-allotment) at $10.00 per unit, generating gross proceeds of $230,000,000.
- Private Placement: Simultaneously, 660,000 Private Placement Units were sold to the Sponsor and underwriter representative for $6,600,000.
- Trust Account: $230,000,000 was deposited into a Trust Account.
- Debt Repayment: The related-party promissory note (totaling $207,361 including post-period borrowings) was repaid at the IPO closing.
- Transaction Costs: Total transaction costs were $13,232,284, comprising $4,600,000 in cash underwriting fees, $8,050,000 in deferred underwriting fees, and $582,284 in other costs.
Outlook, Risks, and Management Commentary
Business Strategy: The company intends to use proceeds from the IPO and private placement to consummate a business combination. It has 24 months from the IPO closing to complete a transaction or liquidate.
Warrant Terms: Public and Private Warrants allow the purchase of one Class A share at $11.50. Warrants become exercisable 12 months post-IPO or 30 days post-business combination, whichever is later, and expire 5 years after the business combination.
Risks and Contingencies:
- Geopolitical Instability: The filing cites risks related to the Russia-Ukraine and Israel-Hamas conflicts, which could impact global markets and the ability to find a target.
- Tax Legislation: The company is evaluating the impact of the "One Big Beautiful Bill Act" signed on July 4, 2025, though no significant impact is currently expected.
- Completion Risk: There is no assurance a business combination will be completed. If not completed within the timeframe, the company will liquidate and redeem public shares.
Investor Verification Checklist
- IPO Closing Confirmation: Verify the final prospectus and 8-K filed on October 6, 2025, to confirm the $230 million gross proceeds and full exercise of the over-allotment option.
- Trust Account Status: Confirm the $230,000,000 deposit into the Trust Account and the identity of the trustee (Continental Stock Transfer & Trust Company).
- Deferred Underwriting Fees: Note the $8,050,000 deferred fee payable only upon successful business combination; this is a contingent liability.
- Related Party Transactions: Review the $20,000 monthly administrative fee agreement with the Sponsor and the terms of the repaid promissory note.
- Founder Share Lock-up: Verify the lock-up provisions for the 7,666,667 Class B founder shares (1 year post-combination or until share price exceeds $12.00 for 20 of 30 days).