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| CIK | 1838431 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to ScION Tech Growth II - Class A
SEC Filings (Chronological Order)
यह पृष्ठ SEC फाइलिंग की एक पूरी, कालानुक्रमिक सूची प्रदान करता है, ओनरशिप फाइलिंग को छोड़कर, जो हम अन्यत्र प्रदान करते हैं।
| February 9, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Scion Tech Growth II (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) G31070108 (CUSIP Number) December 31, 2023 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule purs |
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| February 21, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number 001-40025 SCION TECH GROWTH II (Exact name of registrant as specified in its |
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| February 14, 2023 |
SC 13G/A 1 p23-0507sc13ga.htm SCION TECH GROWTH II SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* ScION Tech Growth II (Name of Issuer) Class A Ordinary Shares, $0.0001 par value per share (Title of Class of Securities) G31070108 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of This State |
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| February 14, 2023 |
SCOBU / ScION Tech Growth II Units / GLAZER CAPITAL, LLC Passive Investment SC 13G 1 scob20221231.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 ScION Tech Growth II (Name of Issuer) Class A ordinary shares, $0.0001 par value (Title of Class of Securities) G31070108 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designa |
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| February 13, 2023 |
SCOBU / ScION Tech Growth II Units / ARISTEIA CAPITAL LLC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. |
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| January 27, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): January 27, 2023 SCION TECH GROWTH II (Exact name of registrant as specified in its charter) Cayman Islands 001-40025 N/A (State or other jurisdiction of incorporation) (Commission Fi |
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| January 27, 2023 |
ScION Tech Growth II Announces Redemption of Shares Exhibit 99.1 ScION Tech Growth II Announces Redemption of Shares January 24, 2023 — ScION Tech Growth II (Nasdaq:SCOB) today announced that its board of directors (the “Board”) has determined to redeem all of its outstanding Class A ordinary shares (the “Class A Shares”), effective as of February 13, 2023, because the Company will not consummate an initial business combination within the time peri |
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| January 24, 2023 |
ScION Tech Growth II Announces Redemption of Shares Exhibit 99.1 ScION Tech Growth II Announces Redemption of Shares January 24, 2023 — ScION Tech Growth II (Nasdaq:SCOB) today announced that its board of directors (the “Board”) has determined to redeem all of its outstanding Class A ordinary shares (the “Class A Shares”), effective as of February 13, 2023, because the Company will not consummate an initial business combination within the time peri |
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| January 24, 2023 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): January 24, 2023 SCION TECH GROWTH II (Exact name of registrant as specified in its charter) Cayman Islands 001-40025 N/A (State or other jurisdiction of incorporation) (Commission Fi |
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| November 18, 2022 |
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, 2022 ? 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: 001-40025 SCION TE |
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| November 14, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number 001-40025 (Check One): ? Form 10-K ? Form 20-F ? Form 11-K ? Form 10-Q ? Form 10-D ? Form N-CEN ? Form N-CSR For Period Ended: September 30, 2022 ? Transition Report on Form 10-K ? Transition Report on Form 20-F ? Transition Report on Form 11-K ? Transition Report on Form 10-Q For the Transition Period Ended: Nothing in this form shall be construed to imply that the Commission has verified any information contained herein. |
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| September 29, 2022 |
SCOBU / ScION Tech Growth II Units / Saba Capital Management, L.P. - FORM SC 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Scion Tech Growth II (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) G31070108 (CUSIP Number) September 20, 2022 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursua |
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| August 10, 2022 |
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, 2022 ? 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: 001-40025 SCION TECH GR |
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| May 23, 2022 |
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, 2022 ? 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: 001-40025 SCION TECH G |
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| May 17, 2022 |
NT 10-Q 1 ea160046-nt10qsciontech2.htm NOTIFICATION OF LATE FILING UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number 001-40025 (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: March 31, 2022 ☐ Transition Report on Form 10-K ☐ Transition Report on Fo |
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| April 15, 2022 |
Description of Registrant’s Securities Exhibit 4.5 DESCRIPTION OF SECURITIES The following summary of the material terms of the securities of ScION Tech Growth II (?we,? ?us,? ?our? or ?the company?), is not intended to be a complete summary of the rights and preferences of such securities and is subject to and qualified by reference to our amended and restated memorandum and articles of association, as may be amended, and the warrant |
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| April 15, 2022 |
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, 2021 OR ? 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: 001-40025 SCION TECH GRO |
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| March 30, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number 001-40025 (Check One): ? Form 10-K ? Form 20-F ? Form 11-K ? Form 10-Q ? Form 10-D ? Form N-CEN ? Form N-CSR For Period Ended: December 31, 2021 ? Transition Report on Form 10-K ? Transition Report on Form 20-F ? Transition Report on Form 11-K ? Transition Report on Form 10-Q For the Transition Period Ended: Nothing in this form shall be construed to imply that the Commission has verified any information contained herein. |
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| March 15, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 15, 2022 (March 9, 2022) SCION TECH GROWTH II (Exact name of registrant as specified in its charter) Cayman Islands 001-40025 N/A (State or other jurisdiction of incorporation) |
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| March 15, 2022 |
Joinder Agreement, dated March 15, 2022, by and between the Company and Kunal Gullapalli. Exhibit 10.1 JOINDER AGREEMENT March 15, 2022 By executing this joinder, the undersigned hereby agrees, as of the date first set forth above, that the undersigned shall become a party to that certain Letter Agreement, dated February 9, 2021 (as may be amended or restated from time to time), by and among ScION Tech Growth II (the ?Company?), ScION 2 Sponsor LLC, and the executive officers and direc |
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| February 14, 2022 |
SCOBU / ScION Tech Growth II Units / ARISTEIA CAPITAL LLC - SC 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. *) Scion Tech Growth II (Name of Issuer) Class A Ordinary Shares, par value $0.0001 (Title of Class of Securities) G31070108 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the r |
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| November 15, 2021 |
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, 2021 ? 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: 001-40025 SCION TE |
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| November 15, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): November 15, 2021 ScION Tech Growth II (Exact name of registrant as specified in its charter) Cayman Islands 001-40025 N/A (State or other jurisdiction of incorporation) (Commission F |
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| August 16, 2021 |
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, 2021 ? 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: 001-40025 SCION TECH GR |
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| May 17, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) 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, 2021 ? 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: 001-40025 SCION TECH G |
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| March 30, 2021 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 30, 2021 SCION TECH GROWTH II (Exact name of registrant as specified in its charter) Cayman Islands 001-40025 N/A (State or other jurisdiction of incorporation) (Commission File |
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| March 30, 2021 |
Exhibit 99.1 Press release ScION Tech Growth II Announces the Separate Trading of its Class A Ordinary Shares and Warrants, Commencing on or about April 5, 2021 March 30, 2021 - ScION Tech Growth II (Nasdaq: SCOBU) (the ?Company?) announced that holders of the units sold in the Company?s initial public offering of 34,500,000 units completed on February 12, 2021 (the ?offering?) may elect to separa |
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| February 22, 2021 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* ScION Tech Growth II (Name of Issuer) Class A Ordinary Shares, $0.0001 par value per share (Title of Class of Securities) G31070124** (CUSIP Number) February 12, 2021 (Date of Event Which Requires Filing of This Statement) Check the appropriate box to designate the rul |
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| February 19, 2021 |
Other Events, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 19, 2021 (February 12, 2021) SCION TECH GROWTH II (Exact name of registrant as specified in its charter) Cayman Islands 001-40025 N/A (State or other jurisdiction of incorpor |
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| February 19, 2021 |
SCION TECH GROWTH II Index to Balance Sheet Exhibit 99.1 SCION TECH GROWTH II Index to Balance Sheet Page Report of Independent Registered Public Accounting Firm F-2 Balance Sheet as of February 12, 2021 F-3 Notes to Balance Sheet F-4 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Shareholders and Board of Directors of ScION Tech Growth II Opinion on the Financial Statement We have audited the accompanying balance sheet of S |
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| February 16, 2021 |
Joint Filing Agreement by and among the Reporting Persons. Exhibit 11 JOINT FILING AGREEMENT February 16, 2021 Pursuant to and in accordance with the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder (the ?Exchange Act?) the undersigned hereby agree to the joint filing on behalf of each of them of any filing required by such party under Section 13 of the Exchange Act or any rule or regulation thereunder (including any amendment, restatement, supplement, and/or exhibit thereto) with respect to securities of ScION Tech Growth II, a Cayman Islands exempted company, and further agree to the filing, furnishing, and/or incorporation by reference of this joint filing agreement (this ?Agreement?) as an exhibit thereto. |
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| February 16, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* ScION Tech Growth II (Name of Issuer) Class A Ordinary Shares, $0.0001 par value (Title of Class of Securities) G31070 108 (CUSIP Number) Alex Triplett 10 Queen St Place, 2nd Floor London, EC4R 1BE United Kingdom +44 20 73 98 0200 (Name, Address and Telep |
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| February 12, 2021 |
Exhibit 10.3 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this ?Agreement?), dated as of February 9, 2021, is made and entered into by and among ScION Tech Growth II, a Cayman Islands exempted company (the ?Company?), ScION 2 Sponsor LLC, a Delaware limited liability company (the ?Sponsor?) and each of the undersigned parties listed on the signature page hereto under ?Holders? |
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| February 12, 2021 |
Exhibit 10.2 INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this ?Agreement?) is made effective as of February 9, 2021 by and between ScION Tech Growth II, a Cayman Islands exempted company (the ?Company?), and Continental Stock Transfer & Trust Company, a New York corporation (the ?Trustee?). WHEREAS, the Company?s registration statement on Form S-1, File No. 33 |
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| February 12, 2021 |
Exhibit 1.1 SCION TECH GROWTH II 30,000,000 Units Underwriting Agreement February 9, 2021 Citigroup Global Markets Inc. As Representative of the several Underwriters listed in Schedule 1 hereto c/o Citigroup Global Markets Inc. 388 Greenwich Street New York, New York 10013 Ladies and Gentlemen: ScION Tech Growth II, a Cayman Islands exempted company (the ?Company?), proposes to issue and sell to t |
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| February 12, 2021 |
Exhibit 4.1 WARRANT AGREEMENT THIS WARRANT AGREEMENT (this ?Agreement?), dated as of February 9, 2021, is by and between ScION Tech Growth II, a Cayman Islands exempted company (the ?Company?), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (in such capacity, the ?Warrant Agent,? and also referred to herein as the ?Transfer Agent?). WHEREAS, the Company is |
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| February 12, 2021 |
Amended and Restated Memorandum and Articles of Association. Exhibit 3.1 THE COMPANIES ACT (2020 Revision) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES AMENDED AND RESTATED MEMORANDUM AND ARTICLES OF ASSOCIATION OF SCION TECH GROWTH II (adopted by special resolution dated FEBRUARY 9, 2021 and effective on FEBRUARY 9, 2021) THE COMPANIES ACT (2020 Revision) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES AMENDED AND RESTATED MEMORANDUM OF ASSOCIATION OF S |
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| February 12, 2021 |
Exhibit 10.5 SCION TECH GROWTH II 10 Queen St Place, 2nd Floor London, EC4R 1BE United Kingdom February 9, 2021 ScION 2 Sponsor LLC 10 Queen St Place, 2nd Floor London, EC4R 1BE United Kingdom Re: Administrative Services Agreement Ladies and Gentlemen: This letter agreement (this ?Agreement?) by and between ScION Tech Growth II (the ?Company?) and ScION 2 Sponsor LLC (the ?Sponsor?), dated as of t |
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| February 12, 2021 |
ScION Tech Growth II Announces Pricing of $300 Million Initial Public Offering Exhibit 99.1 ScION Tech Growth II Announces Pricing of $300 Million Initial Public Offering LONDON, UNITED KINGDOM, Feb. 09, 2021 (GLOBE NEWSWIRE) - ScION Tech Growth II (?ScION? or the ?Company?) announced today the pricing of its initial public offering of 30,000,000 units at $10.00 per unit. The units will be listed on the Nasdaq Capital Market (?Nasdaq?) under the symbol ?SCOBU? and will begin |
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| February 12, 2021 |
Fxhibit 10.6 FORWARD PURCHASE AGREEMENT This Forward Purchase Agreement (this ?Agreement?) is entered into as of February 9, 2021, by and between ScION Tech Growth II, a Cayman Islands exempted company (the ?Company?), and OrION Capital Structure Solutions UK Limited, a private limited company incorporated in England & Wales (the ?Purchaser?). Recitals WHEREAS, the Company was incorporated for the |
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| February 12, 2021 |
Exhibit 10.1 February 9, 2021 ScION Tech Growth II 10 Queen St Place, 2nd Floor London, EC4R 1BE United Kingdom Re: Initial Public Offering Ladies and Gentlemen: This letter (this ?Letter Agreement?) is being delivered to you in accordance with the Underwriting Agreement (the ?Underwriting Agreement?) entered into by and among ScION Tech Growth II, a Cayman Islands exempted company (the ?Company?) |
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| February 12, 2021 |
Exhibit 10.4 PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, dated as of February 9, 2021 (as it may from time to time be amended, this ?Agreement?), is entered into by and between ScION Tech Growth II, a Cayman Islands exempted company (the ?Company?), and ScION 2 Sponsor LLC, a Delaware limited liability company (the ?Purchaser?). WHEREAS, the Co |
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| February 12, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 12, 2021 (February 9, 2021) SCION TECH GROWTH II (Exact name of registrant as specified in its charter) Cayman Islands 001-40025 N/A (State or other jurisdiction (Commission |
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| February 10, 2021 |
$300,000,000 ScION Tech Growth II 30,000,000 Units PROSPECTUS Filed Pursuant to Rule 424(b)(4) Registration No. 333-252263 $300,000,000 ScION Tech Growth II 30,000,000 Units ScION Tech Growth II is a newly incorporated blank check company incorporated as a Cayman Islands exempted company and incorporated for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one |
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| February 8, 2021 |
- FOR REGISTRATION OF CERTAIN CLASSES UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 ScION Tech Growth II (Exact name of registrant as specified in its charter) Cayman Islands N/A (State of incorporation or organization) (I.R.S. Employer Identification No.) 10 Queen St Place, 2nd |
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| February 5, 2021 |
Form of Underwriting Agreement. Exhibit 1.1 SCION TECH GROWTH II 30,000,000 Units Underwriting Agreement , 2021 Citigroup Global Markets Inc. As Representative of the several Underwriters listed in Schedule 1 hereto c/o Citigroup Global Markets Inc. 388 Greenwich Street New York, New York 10013 Ladies and Gentlemen: ScION Tech Growth II, a Cayman Islands exempted company (the “Company”), proposes to issue and sell to the several |
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| February 5, 2021 |
As filed with the U.S. Securities and Exchange Commission on February 4, 2021. Registration No. 333-252263 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 1 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ScION Tech Growth II (Exact name of registrant as specified in its charter) Cayman Islands 6770 N/A (State or other jurisdiction of incor |
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| January 20, 2021 |
Exhibit 10.3 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of , 2021, is made and entered into by and among ScION Tech Growth II, a Cayman Islands exempted company (the “Company”), ScION 2 Sponsor LLC, a Delaware limited liability company (the “Sponsor”) and each of the undersigned parties listed on the signature page hereto under “Holders” (each suc |
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| January 20, 2021 |
Exhibit 10.2 INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this “Agreement”) is made effective as of , 2021 by and between ScION Tech Growth II, a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”). WHEREAS, the Company’s registration statement on Form S-1, File No. 333- (the “R |
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| January 20, 2021 |
Exhibit 10.1 , 2021 ScION Tech Growth II 10 Queen St Place, 2nd Floor London, EC4R 1BE United Kingdom Re: Initial Public Offering Ladies and Gentlemen: This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and among ScION Tech Growth II, a Cayman Islands exempted company (the “Company”), and Citi |
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| January 20, 2021 |
Memorandum and Articles of Association. Exhibit 3.1 THE COMPANIES ACT (2020 REVISION) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES MEMORANDUM AND ARTICLES OF ASSOCIATION OF ScION Tech Growth II THE COMPANIES ACT (2020 REVISION) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES MEMORANDUM OF ASSOCIATION OF ScION Tech Growth II 1 The name of the Company is ScION Tech Growth II. 2 The Registered Office of the Company shall be at the offic |
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| January 20, 2021 |
Exhibit 10.5 INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of , 2021, by and between SCION TECH GROWTH II, a Cayman Islands exempted company (the “Company”), and (“Indemnitee”). RECITALS WHEREAS, highly competent persons have become more reluctant to serve publicly-held corporations as directors, officers or in other capacities unless they are provided with adequate pr |
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| January 20, 2021 |
Form of Private Placement Warrants Purchase Agreement among the Registrant and ScION 2 Sponsor LLC. Exhibit 10.4 PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, dated as of , 2021 (as it may from time to time be amended, this “Agreement”), is entered into by and between ScION Tech Growth II, a Cayman Islands exempted company (the “Company”), and ScION 2 Sponsor LLC, a Delaware limited liability company (the “Purchaser”). WHEREAS, the Company inte |
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| January 20, 2021 |
Form of Administrative Services Agreement between the Registrant and ScION 2 Sponsor LLC. Exhibit 10.8 SCION TECH GROWTH II 10 Queen St Place, 2nd Floor London, EC4R 1BE United Kingdom , 2021 ScION 2 Sponsor LLC 10 Queen St Place, 2nd Floor London, EC4R 1BE United Kingdom Re: Administrative Services Agreement Ladies and Gentlemen: This letter agreement (this “Agreement”) by and between ScION Tech Growth II (the “Company”) and ScION 2 Sponsor LLC (the “Sponsor”), dated as of the date he |
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| January 20, 2021 |
Form of Underwriting Agreement. Exhibit 1.1 SCION TECH GROWTH II 30,000,000 Units Underwriting Agreement , 2021 Citigroup Global Markets Inc. As Representative of the several Underwriters listed in Schedule 1 hereto c/o Citigroup Global Markets Inc. 388 Greenwich Street New York, New York 10013 Ladies and Gentlemen: ScION Tech Growth II, a Cayman Islands exempted company (the “Company”), proposes to issue and sell to the several |
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| January 20, 2021 |
Exhibit 99.1 Consent to be Named as a Director In connection with the filing by ScION Tech Growth II (the “Company”) of the Registration Statement on Form S-1 (the “Registration Statement”) with the U.S. Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named as a nominee to |
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| January 20, 2021 |
Form of Warrant Agreement between Continental Stock Transfer & Trust Company and the Registrant. Exhibit 4.4 WARRANT AGREEMENT THIS WARRANT AGREEMENT (this “Agreement”), dated as of , 2021, is by and between ScION Tech Growth II, a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (in such capacity, the “Warrant Agent,” and also referred to herein as the “Transfer Agent”). WHEREAS, the Company is engaged i |
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| January 20, 2021 |
Exhibit 4.3 [Form of Warrant Certificate] [FACE] Number Warrants THIS WARRANT SHALL BE VOID IF NOT EXERCISED PRIOR TO THE EXPIRATION OF THE EXERCISE PERIOD PROVIDED FOR IN THE WARRANT AGREEMENT DESCRIBED BELOW SCION TECH GROWTH II Incorporated Under the Laws of the Cayman Islands CUSIP Warrant Certificate This Warrant Certificate certifies that , or registered assigns, is the registered holder of |
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| January 20, 2021 |
As filed with the U.S. Securities and Exchange Commission on January 20, 2021. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ScION Tech Growth II (Exact name of registrant as specified in its charter) Cayman Islands 6770 N/A (State or other jurisdiction of incorporation or organization) |
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| January 20, 2021 |
Exhibit 10.6 THIS PROMISSORY NOTE (“NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COMPANY |
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| January 20, 2021 |
Exhibit 4.1 NUMBER UNITS U- SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP SCION TECH GROWTH II UNITS CONSISTING OF ONE CLASS A ORDINARY SHARE AND ONE-THIRD OF ONE REDEEMABLE WARRANT, EACH WHOLE WARRANT ENTITLING THE HOLDER TO PURCHASE ONE CLASS A ORDINARY SHARE THIS CERTIFIES THAT is the owner of Units of SCION TECH GROWTH II, a Cayman Islands exempted company (the “Company”), transferrable on the boo |
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| January 20, 2021 |
Exhibit 14.1 SCION TECH GROWTH II FORM OF CODE OF ETHICS Effective , 2021 I. Introduction The Board of Directors (the “Board”) of ScION Tech Growth II has adopted this code of ethics (this “Code”), as amended from time to time by the Board and which is applicable to all of the Company’s directors, officers and employees (to the extent that employees are hired in the future) (each a “person,” as us |
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| January 20, 2021 |
Form of Amended and Restated Memorandum and Articles of Association. Exhibit 3.2 THE COMPANIES ACT (2020 Revision) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES AMENDED AND RESTATED MEMORANDUM AND ARTICLES OF ASSOCIATION OF SCION TECH GROWTH II (adopted by special resolution dated , 2021 and effective on , 2021) THE COMPANIES ACT (2020 Revision) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES AMENDED AND RESTATED MEMORANDUM OF ASSOCIATION OF SCION TECH GROWTH II |
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| January 20, 2021 |
Exhibit 10.9 FORWARD PURCHASE AGREEMENT This Forward Purchase Agreement (this “Agreement”) is entered into as of , 2021, by and between ScION Tech Growth II, a Cayman Islands exempted company (the “Company”), and OrION Capital Structure Solutions UK Limited, a private limited company incorporated in England & Wales (the “Purchaser”). Recitals WHEREAS, the Company was incorporated for the purpose o |
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| January 20, 2021 |
Securities Subscription Agreement between ScION 2 Sponsor LLC and the Registrant. Exhibit 10.7 ScION Tech Growth II 1345 Avenue of the Americas, 49th floor New York, NY 10105 United States of America December 31, 2020 ScION 2 Sponsor LLC 1345 Avenue of the Americas, 49th floor New York, NY 10105 United States of America RE: Securities Subscription Agreement Ladies and Gentlemen: ScION Tech Growth II, a Cayman Islands exempted company (the “Company”, “we” or “us”), is pleased to |
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| January 20, 2021 |
Exhibit 99.2 Consent to be Named as a Director In connection with the filing by ScION Tech Growth II (the “Company”) of the Registration Statement on Form S-1 (the “Registration Statement”) with the U.S. Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named as a nominee to |
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| January 20, 2021 |
Consent of Kenneth T. Schiciano. Exhibit 99.3 Consent to be Named as a Director In connection with the filing by ScION Tech Growth II (the “Company”) of the Registration Statement on Form S-1 (the “Registration Statement”) with the U.S. Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named as a nominee to |
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| January 20, 2021 |
Specimen Ordinary Share Certificate. Exhibit 4.2 NUMBER SHARES C- SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP SCION TECH GROWTH II CLASS A ORDINARY SHARES THIS CERTIFIES THAT is the owner of Class A ordinary shares, par value $0.0001 per share (each, a “Class A Ordinary Share”), of ScION Tech Growth II, a Cayman Islands exempted company (the “Company”), transferable on the books of the Company in person or by duly authorized attorney u |
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| January 6, 2021 |
As confidentially submitted to the U.S. Securities and Exchange Commission on January 6, 2021. This Draft Registration Statement has not been publicly filed with the U.S. Securities and Exchange Commission and all information contained herein remains strictly confidential. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT |
