Spring Valley Acquisition Corp. II Announces Pricing of $200 Million Initial Public Offering

Spring Valley Acquisition Corp. II (the “Company”), a blank check company formed for the purpose of entering into a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses, today announced the pricing of its initial public offering of 20,000,000 units at a price of $10.00 per unit. The units will be listed on The Nasdaq Stock Market LLC (“Nasdaq”) and trade under the ticker symbol “SVIIU” beginning October 13, 2022.

Each unit consists of one Class A ordinary share of the Company, one right to receive one-tenth of one Class A ordinary share of the Company and one-half of one redeemable public warrant. Each whole warrant entitles the holder thereof to purchase one Class A ordinary share of the Company at a price of $11.50 per share. Once the securities comprising the units begin separate trading, the Class A ordinary shares, rights and warrants are expected to be listed on the Nasdaq under the symbols “SVII,” “SVIIR” and “SVIIW,” respectively. The offering is expected to close on October 17, 2022, subject to customary closing conditions.

While the Company may pursue an initial business combination target in any business or industry, the Company intends to target companies in the sustainability industry, including renewable energy, resource optimization, environmental services, and grid infrastructure, which complement the backgrounds of the Company’s management team. The Company is led by its Chief Executive Officer, Chris Sorrells, and Chief Financial Officer, Rob Kaplan. The Company’s primary sponsor is an affiliate of Pearl Energy Investment Management, LLC (“Pearl”), an investment firm that focuses on partnering with experienced management teams to invest in the North American energy and sustainability sectors. Pearl typically targets opportunities requiring $25 million to $150 million of equity capital.

Citigroup Global Markets Inc. and Guggenheim Securities, LLC acted as joint book-running managers for the offering. The Company has granted the underwriters a 45-day option to purchase up to an additional 3,000,000 units at the initial public offering price to cover over-allotments, if any.

The offering is being made only by means of a prospectus. When available, copies of the prospectus may be obtained from: Citigroup Global Markets Inc., c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, by telephone at (800) 831-9146, or Guggenheim Securities, LLC, c/o Guggenheim Securities, LLC, 330 Madison Avenue, New York, New York 10017, or by accessing the Securities and Exchange Commission’s (“SEC”) website, www.sec.gov.

A registration statement relating to the securities became effective on October 12, 2022 in accordance with Section 8(a) of the Securities Act of 1933, as amended. This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

Cautionary Note Regarding Forward-Looking Statements

This press release contains statements that constitute “forward-looking statements,” including with respect to the closing of the proposed initial public offering and the anticipated use of the net proceeds from the offering. No assurance can be given that the offering discussed above will be completed on the terms described, or at all, or that the net proceeds of the offering will be used as indicated. Forward-looking statements are subject to numerous conditions, many of which are beyond the control of the Company, including those set forth in the Risk Factors section of the Company’s registration statement for the offering filed with the SEC and the preliminary prospectus included therein. Copies are available on the SEC’s website, www.sec.gov. The Company undertakes no obligation to update these statements for revisions or changes after the date of this release, except as required by law.

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