StoneBridge Acquisition II (APAC) affiliate waives $10,000 monthly admin fees
Rhea-AI Filing Summary
StoneBridge Acquisition II Corporation reported a change to its related-party administrative services arrangement. The company had entered into an Administrative Services Agreement on September 30, 2025 with Scieniti LLC, an affiliate of its sponsor, under which it agreed to pay $10,000 per month for office space, utilities, and secretarial and administrative support.
On August 10, 2026, StoneBridge and Scieniti executed a waiver under which Scieniti irrevocably waived its right to receive these monthly fees for all periods starting October 1, 2025 through the earlier of the company’s initial business combination or its liquidation. This waiver reduces ongoing administrative fee obligations to the affiliate for that period. The waiver is documented in an exhibit to the report.
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8-K Event Classification
2 items: 1.01, 9.01
2 items
Item 1.01
Entry into a Material Definitive Agreement
Business
The company signed a significant contract such as a merger agreement, credit facility, or major partnership.
Item 9.01
Financial Statements and Exhibits
Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Key Figures
Administrative fee: $10,000 per month
Agreement date: September 30, 2025
Waiver date: August 10, 2026
+1 more
4 metrics
Administrative fee
$10,000 per month
Monthly fee under Administrative Services Agreement with Scieniti LLC
Agreement date
September 30, 2025
Date of original Administrative Services Agreement with Scieniti LLC
Waiver date
August 10, 2026
Date of waiver to the Administrative Services Agreement
Waiver start period
October 1, 2025
Start of period for which Scieniti waives monthly fees
Key Terms
Administrative Services Agreement, initial business combination, emerging growth company, Cayman Islands exempted company
4 terms
Administrative Services Agreement financial
"entered into an Administrative Services Agreement (the “Agreement”), with Scieniti LLC"
initial business combination financial
"through and including the earlier of the consummation of the Company’s initial business combination"
An initial business combination is the deal in which a special-purpose acquisition company (SPAC) merges with or acquires an operating business to bring that business onto public markets. Think of the SPAC as an empty shell that raises money from investors, then uses that cash to buy a private company—this transaction turns the private company into a public one and often changes its ownership, valuation, and access to capital, so investors should watch for shifts in risk, future growth prospects, and shareholder rights.
emerging growth company regulatory
"Emerging growth company"
An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.
Cayman Islands exempted company regulatory
"StoneBridge Acquisition II Corporation, a Cayman Islands exempted company"
A Cayman Islands exempted company is a legal entity incorporated under Cayman Islands law that is set up to do business mainly outside the islands; it offers flexible rules, limited local reporting and tax neutrality. For investors, it matters because the company’s legal protections, shareholder rights, disclosure requirements and tax treatment follow Cayman law rather than the investor’s home jurisdiction, which can affect governance, transparency and how easy it is to enforce claims—think of it like a car registered in another state for legal and tax reasons.
FAQ
What agreement change did StoneBridge Acquisition II (APAC) disclose?
StoneBridge Acquisition II disclosed a waiver to its Administrative Services Agreement with Scieniti LLC. Scieniti agreed to waive monthly administrative fees that had been set at $10,000 per month for office space and related support services.
How much were the monthly fees under APAC’s Administrative Services Agreement?
Under the Administrative Services Agreement, StoneBridge Acquisition II agreed to pay $10,000 per month to Scieniti LLC. These payments covered office space, utilities, and secretarial and administrative support provided to the company by the affiliate.
From what date are APAC’s administrative fees waived under the new arrangement?
Scieniti LLC agreed to waive its right to monthly fees for all periods starting October 1, 2025. The waiver applies through the earlier of StoneBridge Acquisition II’s initial business combination or the company’s liquidation, as specified in the document.
How long will the administrative fee waiver for StoneBridge Acquisition II (APAC) remain in effect?
The waiver remains in effect from October 1, 2025 through the earlier of the consummation of the initial business combination or the company’s liquidation. During this period, Scieniti LLC will not collect the agreed monthly administrative fees.
Who is Scieniti LLC in relation to StoneBridge Acquisition II (APAC)?
Scieniti LLC is described as an affiliate of StoneBridge Acquisition Sponsor II LLC, the sponsor of StoneBridge Acquisition II Corporation. It is the counterparty to the Administrative Services Agreement and the party granting the administrative fee waiver.
AI-generated analysis. How Rhea-AI works. Not financial advice.
