Willow Lane Acquisition Corp. II Prices \$125 Million Initial Public Offering

Key Highlights for Investors

• IPO Size and Structure: Willow Lane Acquisition Corp. II (“the Company”) has announced the pricing of its initial public offering (IPO) of 12,500,000 units at \$10.00 per unit, targeting gross proceeds of \$125 million.
• Listing and Trading: The units are expected to begin trading on Nasdaq Global Market as of February 13, 2026 under the ticker symbol WLIIU.
• Unit Composition: Each unit consists of one Class A ordinary share and one-fourth of one redeemable warrant. Each whole warrant entitles the holder to purchase one Class A ordinary share at an exercise price of \$11.50 per share (subject to adjustments). Only whole warrants will be tradable; no fractional warrants will be issued.
• Separate Trading: Upon separation, the Class A shares and warrants will trade under the symbols WLII and WLIIW, respectively.
• Over-Allotment Option: The Company has granted underwriters a 45-day option to purchase up to 1,875,000 additional units at the IPO price to cover over-allotments.
• Expected Closing Date: The IPO is expected to close on February 17, 2026, subject to customary closing conditions.

Company Overview and Investment Focus

Willow Lane Acquisition Corp. II is a blank check company (SPAC) formed to effect a merger, amalgamation, share exchange, asset acquisition, share purchase, reorganization, or similar business combination with one or more businesses. While the Company may pursue an acquisition in any industry or stage, its stated focus is on targeting an established middle-market company with strong growth prospects and a highly regarded management team.

Leadership and Governance

• B. Luke Weil – Chief Executive Officer and Chairman of the Board
• George Peng – Chief Financial Officer
• Marjorie (Maya) Hernandez – Chief Operating Officer

The Board of Directors also includes Simón Gaviria Muñoz, Robert Stevens, Rayne Steinberg, and Mauricio Orellana. A. Lorne Weil serves as Advisor to the Company.

Important Information for Shareholders

• Potential Share Price Impact: The successful pricing and launch of a \$125 million SPAC IPO, with a focus on middle-market growth companies, is a notable event that can attract significant investor attention and could impact the share price as trading begins and as the Company pursues its first acquisition.
• Warrants Structure: The inclusion of warrants in the unit structure provides potential upside for investors, allowing them to purchase shares at \$11.50 in the future if the Company completes a business combination and the share price appreciates.
• Over-Allotment Option: The underwriters’ option to purchase an additional 1,875,000 units may affect the total float and potentially the share price if exercised.
• SPAC Risks: As with all SPACs, there is uncertainty regarding the target for merger or acquisition, and there is no assurance that a suitable business combination will be identified or completed. The use of proceeds and ultimate business combination are subject to various risks and uncertainties.

Underwriting and Legal Information

• Lead Underwriter: BTIG, LLC is acting as sole book-running manager for the offering.
• Regulatory Status: The offering is being made only by means of a prospectus. The Company’s registration statement has been filed with and declared effective by the U.S. Securities and Exchange Commission (SEC) as of January 30, 2026.
• Availability of Documents: Prospectuses and related filings are available via BTIG, LLC or the SEC’s website at www.sec.gov.

Forward-Looking Statements and Cautions

The press release contains forward-looking statements regarding the IPO and the Company’s search for an initial business combination. There is no assurance that the offering will be completed on the described terms, or at all, nor that the net proceeds will be used as indicated. Forward-looking statements are subject to numerous risks, including those detailed in the “Risk Factors” section of the Company’s SEC filings.

Disclaimer: This article is for informational purposes only and does not constitute investment advice or an offer or solicitation to buy or sell any securities. Investors should review the Company’s SEC filings and consult with their financial advisors before making any investment decisions. Forward-looking statements are subject to change and involve risks that may impact future results.

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