Vine Hill Capital Investment Corp II-A 2026季度报告

Securities registered pursuant to Section 12(b) of the Act: Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the SecuritiesExchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), Indicate by check mark whether the registrant has submitted electronically every Interactive Date File required to be submitted andpursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smallerreporting company, or an emerging growth company. See definitions of “large accelerated filer”, “accelerated filer,” “smaller reporting If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period forcomplying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes☒No☐ As of January 30, 2026, there were 23,000,000 shares of the Company’s Class A ordinary shares and 7,666,667 shares of theCompany’s Class B ordinary shares issued and outstanding. VINE HILL CAPITAL INVESTMENT CORP. II Table of Contents PART I - FINANCIAL INFORMATION PART I - FINANCIAL INFORMATION VINE HILL CAPITAL INVESTMENT CORP.IIBALANCE SHEET (UNAUDITED) Shareholder’s Deficit (1)In December 2025, the Company issued an additional 958,334 additional Class B ordinary shares to the Sponsor through sharecapitalization. As a result, the Sponsor holds an aggregate of 7,666,667 founder shares. All share and per share amounts have been (2)Includes 1,000,000 Class B ordinary shares that were subject to forfeiture if the over-allotment option was not exercised in full orin part by the underwriters. Subsequently, in December 2025, the underwriters exercised their over-allotment option in full as part VINE HILL CAPITAL INVESTMENT CORP.IISTATEMENT OF OPERATIONSFor the period from August18, 2025 (inception) through September 30, 2025 (UNAUDITED) General and administrative expenses (1)In December 2025, the Company issued an additional 958,334 additional Class B ordinary shares to the Sponsor through sharecapitalization. As a result, the Sponsor holds an aggregate of 7,666,667 founder shares. All share and per share amounts have been (2)Includes 1,000,000 Class B ordinary shares that were subject to forfeiture if the over-allotment option was not exercised in full orin part by the underwriters. Subsequently, in December 2025, the underwriters exercised their over-allotment option in full as part (2)Includes 1,000,000 Class B ordinary shares that were subject to forfeiture if the over-allotment option was not exercised in full orin part by the underwriters. Subsequently, in December 2025, the underwriters exercised their over-allotment option in full as part VINE HILL CAPITAL INVESTMENT CORP.IISTATEMENT OF CASH FLOWSFor the period from August18, 2025 (inception) through September 30, 2025 (UNAUDITED) VINE HILL CAPITAL INVESTMENT CORP.IINOTES TO FINANCIAL STATEMENTS (UNAUDITED) Note1 —Description of Organization and Business Operations Organization and General Vine Hill Capital Investment Corp.II (the “Company”) was incorporated as a Cayman Islands exempted company onAugust18, 2025. The Company was incorporated for the purpose of effecting a merger, share exchange, asset acquisition, sharepurchase, reorganization or similar business combination with one or more businesses that the Company has not yet identified (the“Initial Business Combination”). The Company is an “emerging growth company,” as defined in Section2(a)of the Securities As of September 30, 2025, the Company had not yet commenced operations. All activity for the period from August18, 2025(inception) through September 30, 2025 relates to the Company’s formation and the proposed initial public offering (“ProposedOffering”), which is described below. The Company will not generate any operating revenues until after the completion of its Initial All dollar amounts are rounded to the nearest thousand dollars. Sponsor and Proposed Financing The Company’s sponsor is Vine Hill Capital SponsorII LLC (the “Sponsor”), a limited liability company formed inDelaware. The Company intends to finance its Initial Business Combination with proceeds from the Proposed Offering of $175millionof Units(as defined below) (See Note2) and a private placement of 5,500,000 of Private Placement Warrants (as defined below) for an The Company’s ability to commence operations is contingent upon obtaining adequate financial resources through theProposed Offering of 17,500,000Unitsat $10.00 per unit (or 20,125,000Unitsif the underwriters’ over-allotment