Frazier Life Sciences Acquisition Corp. II

What the company does

Frazier Life Sciences Acquisition Corp. II is a blank check company incorporated as an exempted company with limited liability under the laws of the Cayman Islands for the purpose of effecting a merger, amalgamation, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses. The company has not selected any specific business combination target and has not engaged in any substantive discussions with any potential target. It may pursue an initial business combination in any business or industry.

Use of proceeds

Of the proceeds from the offering and the sale of the private placement shares, $75,000,000 ($10.00 per share) will be deposited into a trust account located in the United States with Continental Stock Transfer & Trust Company acting as trustee. The approximately $1,500,000 of net proceeds not held in the trust account will be used for legal, accounting, due diligence, travel and other expenses in connection with any business combination, legal and accounting fees related to regulatory reporting obligations, consulting, travel and miscellaneous expenses during search for an initial business combination target, Nasdaq continued listing fees, Director & Officer liability insurance premiums, and working capital to cover miscellaneous expenses and reserves.

Underwriters

Extracted from 424B4 0001193125-26-421735, filed Oct 14, 2026 and verified against that filing text.

Key risk factors

• Ability to complete business combination

  “If we are unable to complete our initial business combination within 24 months from the closing of this offering, or such other time period in which we must complete an initial business combination pursuant to an amendment to our amended and restated memorandum and articles of association, which we refer to as the completion window, we will redeem 100% of the public shares at a per share price, payable in cash, equal to the aggregate amount then on deposit in the trust account, including interest earned on the funds held in the trust account (net of taxes paid or payable (other than excise or similar taxes) and up to $100,000 of interest to pay dissolution expenses), divided by the number of then issued and outstanding public shares, subject to applicable law and certain conditions as further described herein.”

• Sponsor dilution and profit

  “Because our sponsor acquired the founder shares at a nominal aggregate price of $25,000, or approximately $0.013 per share after giving effect to a forfeiture of 281,250 founder shares in September 2026, our public shareholders will incur an immediate and material dilution upon the closing of this offering.”

• No protections of Rule 419 offerings

  “Investors will not be entitled to protections normally afforded to investors in Rule 419 blank check offerings.”

• Emerging growth company / smaller reporting company

  “We are an "emerging growth company" and a "smaller reporting company" under applicable federal securities laws and will be subject to reduced public company reporting requirements.”

• High degree of risk

  “Investing in our securities involves a high degree of risk.”

• No warrants to public investors

  “Unlike certain other special purpose acquisition company initial public offerings, investors in this offering will not receive warrants that would become exercisable following completion of our initial business combination.”