Concord Acquisition Corp II (CNDA) is a blank check SPAC incorporated in 2021 that has not consummated a business combination as of December 31, 2025. Under the liquidation lens, recovery to equity is deeply negative and structurally so. Total assets are $354K against total liabilities of $9.0M, producing GAAP stockholders' deficit of $(8.7M). Under liquidation haircuts, the recovery position worsens marginally: the asset base is almost entirely cash ($197K at 100%) and a trust account remnant ($99K at 100%), both recoverable at face, but they are immaterial against the liability stack. No PP&E, inventory, or significant receivables exist. Intangibles are zero. The MFFAIS CLV/LLV/OLV of approximately $(5.9M) understates the full liability face value because the Capital Contribution Note is carried at fair value ($1.96M) rather than face ($600K) and because the warrant liability ($604K), deferred underwriter commission ($343K), accrued capital markets advisor fee ($1.0M), contingent business combination fees ($2.4M), and excise tax liability ($2.86M, inclusive of interest and penalties) all remain at face value on windup. The dominant liability items on liquidation are: (1) excise tax liability of $2.86M — a cash obligation accrued from prior redemptions, with approximately $2.3M past due as of filing and insufficient funds to pay; (2) accounts payable and accrued expenses of $2.72M, which includes the $1.0M fixed capital markets advisor fee and $2.4M in contingent business combination fees — the latter may be extinguished on windup if truly contingent on closing, but the fixed $1.0M portion survives; (3) due to related party of $485K, including $480K of accrued administrative service fees owed to a Sponsor affiliate; (4) the Capital Contribution Note at $600K face (fair value $1.96M) — on liquidation, remaining non-trust cash flows to the note investor after third-party invoices, so practical recovery depends on cash availability; (5) warrant liability of $604K classified as financial liabilities. The trust account was essentially fully redeemed: 2,191,753 shares were redeemed in February 2025 for $23.8M, leaving only 8,550 Class A shares subject to redemption carrying value of $127K at December 31, 2025. The business combination deadline of December 31, 2025 has passed, and the filing discloses the proposed Events.com merger had not closed as of the filing date (March 24, 2026). No subsequent event adjustment was recorded. Going concern was flagged in the prior interim filing. The excise tax refund claim filed under November 2025 Final Regulations is uncertain; no adjustment has been recorded. The deferred tax asset of $1.3M is fully reserved with a valuation allowance and has zero liquidation value.
▼ Community Notes