FG Merger II Corp.
FGMC · Nasdaq
NO ACTION REQUIRED
Nothing left to do
The purchase completed and the shares became shares in the company it bought. There is no deadline left to miss.
Cash at settlement
No cash-per-share figure was filed for this vehicle before it finished.
Last close
Daily close
No price history on file yet — daily closes accumulate from the market data feed.
Trust settled · There is no line to draw here. This vehicle has finished: the cash was paid back or spent closing the deal, so the last filed figure describes an account that no longer exists and would be a floor under nothing.
SpacBrain’s read
Trust settled
The deal closed — SPAC shares became the target's shares, so there is no trust left to redeem (nobody missed a window; holders who wanted cash elected it at the vote).
In plain terms
- What it is
- A SPAC from Atsion Asset Management LLC, listed on Nasdaq in January 2025.
- What it's doing now
- It agreed to buy BOXABL Inc.. That purchase completed, and it stopped being a SPAC — the shares became shares in the business it bought.
- What you should know
- This SPAC has finished. The purchase completed, and the shares became shares in the company it bought — anyone who wanted the cash instead asked for it at the vote, so there is no cash left here to claim and no deadline left to miss.
At a glance
- Where it stands
- Closed (deSPAC)
- The business it bought
- BOXABL Inc. — BOXABL is transforming the housing market with its modular building systems designed to deliver affordable, high-quality homes at unprecedented speed.
- Industry
- the deal record does not name the target's industry yet
- Deal value
- not stated in the filings we hold
- Price vs cash at settlement
- no live price on file
- Cash in trust when it settled
- not yet extracted into a snapshot — the filings below may state it
- the last trust total filed while this was still a SPAC — the account has since been paid out or used to close the deal
- IPO
- 29 January 2025
- size not on file · 101.0% of each $10 unit into trust
- Headquarters
- 104 S. WALNUT STREET, ITASCA, IL, 60143
- registered in Nevada
- Lead underwriter
- not extracted from the prospectus yet
- Key officers
- Salemi John Patrick · McIntyre Andrew (Director) · BAQAR HASSAN (Chief Financial Officer)
- Listed securities
- FGMC common
This vehicle has finished, so there is no window to file a cash-per-share figure for and none will follow. No estimate is shown in its place.
At the 23 July 2026 event.
Nothing dated is on file. That is an absence in the record, not a statement that nothing is coming.
Yield to redemption
Nothing left to redeem — no yield to compute.
This SPAC has finished — its trust was paid back or used to close the deal, so there is nothing left to redeem and no yield to compute. A yield to redemption is a claim that you can hand these shares back for the trust cash. That account is closed, so this page will not print a number here.
What happened to the cash
The reasoning behind the verdict above, in the order the filings establish it.
- The deal closed — SPAC shares became the target's shares, so there is no trust left to redeem (nobody missed a window; holders who wanted cash elected it at the vote).
What has happened, and what is coming
2 dated milestonesEvery dated step from the day it listed to the next date you may have to act on. Where you have to do something, the day your broker needs the instruction is marked too.
- 29 January 2025IPOpassed
IPO size not on file
redemption rate not stated in the filing
The deal
terms as filedWhat it is buying, on what terms, and how much of the combined company new shares take from you.
- closed
What BOXABL Inc. does — read from boxabl.com on 26 August 2026
Boxabl manufactures foldable, mass-produced housing units starting at $895/mo, including studio, one-bedroom, and two-bedroom Casita models, as well as a 'Baby Box' luxury rolling home. The company trades on Nasdaq as $BXBL and is actively pursuing mergers, acquisitions, and partnerships across the housing stack to scale affordable housing nationally.
HousingSingle FamilyApartmentsPublic SectorMilitaryWorkforce Housing
Who has already taken their money back
1 filed eventEach time shareholders were offered their cash back, some took it. Heavy cash-outs drain the account and shrink the number of shares left — whatever remains has to carry the deal.
Worst single event
—
no filing states a pre-event share count
Shares redeemed, all events
3.47M
across every filed redemption event
Every figure below is stated in the linked filing; nothing here is estimated.
- Jul 23, 2026Extensionno rate stated
The score
deterministic, from filed fieldsFGMC is not in the scored universe, so no score is shown. A withheld score is a fact about the record, not a verdict about the company.
The score is only published for names that carry both a price and a filed cash-per-share figure — 292 of the tracked fleet today. The rest keep an empty dial rather than a modelled one, and fill in by themselves as the fields land.
The company
from SEC filingsRead the full profile
FG Merger II Corp. (Nasdaq: FGMC) was a blank-check company whose common stock traded under the ticker FGMC on the Nasdaq Stock Market. The company priced its initial public offering on January 29, 2025, under SEC file number 333-275155, pursuant to an S-1 registration statement (accession 0001104659-23-111149) filed on October 24, 2023, for the sale of shares for cash. The pricing prospectus, filed as 424B4 (accession 0001104659-25-007247), listed the registrant under SIC industry code 1520 (General Bldg Contractors — Residential Bldgs) and described the company as a blank-check company in its own first-person language. The vehicle completed a business combination and no longer files as a separate entity, with the change in shell company status reported on Form 8-K (accession 0001493152-26-034441) filed on July 23, 2026, under Item 5.06. EDGAR now files the company's CIK (0001906364) under the name BOXABL Inc.
Material findings
from the full read of every filingEvery document this company files gets read whole — body and exhibits. These are the ones the read flagged as material, newest first, each citing its filing.
This filing confirms the successful completion of the SPAC merger, establishing the new public company's capital structure, ownership concentration (with Tiramani entities holding ~96% voting power), and post-cash liquidity derived from the trust account after redemptions and forward purchase settlements.
A delayed 10-Q for a recently de-SPAC'd company signals financial reporting risk and may indicate the FPA valuation is contentious or unresolved, which could affect reported earnings and investor confidence in the combined entity.
As of closing the Combined Company had approximately 241,493,343 common shares outstanding, 9,409,633 Class A and 232,083,710 Class B, plus 103,475,240 Merger Preferred and 1,000,000 warrants exercisable at $15.00 per share. Lock-ups on the Sponsor and certain former BOXABL holders release 50% at the earlier of 12 months or a $12.00 close on 20 of any 30 trading days, the rest at 12 months, and expire entirely if the stock trades at or above $20.00 at any time including intraday.
The replacement card contradicts itself on the default vote: the instruction block says an undirected proxy will be voted FOR Proposals 1, 2, 3, 4, 5, 6 AND 7, while the white card below it says FOR Proposals 1 through 6. The earlier supplement of the same card, accession 0001104659-26-060526, said 1 through 6 in BOTH places — so this filing, whose sole purpose was to make the card conform, is what introduced the conflict. Proposal 3A would authorise the combined company to issue 1,310,000,000 shares against FGMC's current 104,000,000.
This card is internally consistent: the instruction block and the white card beneath it both say Proposals 1 through 6. A second supplement, accession 0001104659-26-065142, replaces the card again and changes the instruction block to Proposals 1, 2, 3, 4, 5, 6 AND 7 while leaving the white card at 1 through 6 — so the later card contradicts itself about what an unmarked proxy does, on a document filed to make the card conform. A holder who received both has two different answers.
The Common Exchange Ratio is derived, not fixed: Aggregate Common Stock Consideration is the portion of a $3,500,000,000 deal value allocated to BOXABL common stock and convertible securities, divided by $10.00, and is expected to be 246,524,760 shares — the same number registered — spread over BOXABL common outstanding plus all shares underlying its convertible securities. The filing also states that BOXABL is no longer considering or pursuing the $55 million PIPE financing, attributing the change to market conditions, investor feedback and liquidity planning.
Show 6 more material filings
The consideration is anchored to a fixed $3,500,000,000 valuation divided by a fixed $10.00 per share, so the SHARE COUNT is what is fixed and the exchange ratio floats with BOXABL's fully diluted share count at the First Merger effective time — every additional BOXABL convertible security outstanding at that moment reduces the ratio per share rather than increasing the total issued. Against 246,524,760 common and 103,475,240 preferred shares registered for BOXABL holders, the 10,295,800 FGMC shares registered on the SPAC side are the smaller block.
The common and preferred blocks sum to 350,000,000 shares, and the split between them — 247,331,061 common against 102,668,939 preferred — is a term of this version, not a fixed feature of the deal. The Common Exchange Ratio divides the Aggregate Common Stock Consideration by BOXABL's common shares plus everything convertible into them at the First Merger effective time, so the aggregate is fixed and each further convertible dilutes BOXABL holders. That aggregate is the part of $3,500,000,000 allocated to BOXABL common and convertibles divided by $10.00, expected to be 246,524,760 shares.
This version fixes the registered blocks at 247,331,061 common and 102,668,939 preferred shares for BOXABL holders against 10,295,800 common shares, 8,295,800 rights and 1,000,000 warrants on the SPAC side — the scale difference between the two sides is the dilution story of this deal. The Nevada-to-Texas conversion changes the corporate law governing the surviving public company. The merger agreement stands amended twice as of this filing; the document states the amendment dates but not their content.
The registered blocks — 247,331,061 common and 102,668,939 preferred for BOXABL holders against 10,295,800 common shares, 8,295,800 rights and 1,000,000 warrants on the SPAC side — set the scale of the combination: the target side is roughly an order of magnitude larger than the SPAC side. The Nevada-to-Texas conversion changes the corporate law governing the surviving public company. As of this version the merger agreement carried a single amendment, dated November 3, 2025; the document states its date but not its content.
The registered blocks set the scale: 247,331,061 common and 102,668,939 preferred shares for the BOXABL side against 10,295,800 common shares, 8,295,800 rights and 1,000,000 warrants on the SPAC side. The conversion from Nevada to Texas changes the corporate law governing the surviving public company, so charter and shareholder-remedy questions after closing are answered by the TBOC. As of this version the merger agreement carried one amendment, dated November 3, 2025.
This baseline registers 247,910,599 common and 102,089,401 preferred shares — 350,000,000 in total — for the BOXABL side, and its cover carries no separate prospectus line for FGMC's own shares, rights or warrants. The transaction requires FGMC to convert from Nevada to Texas, changing the corporate law governing the surviving public company. No merger-agreement amendments, no vote date and no redemption deadline are recorded here.
Filings
live EDGAR feedEverything this company has filed with the SEC recently, newest first, each with a plain summary of what changed and why it matters.
What changed: The filing reports that BOXABL Inc. entered into a Product Purchase Agreement with LC Vegas Acquisitions, LLC on August 25, 2026, for the potential purchase of up to 1,580 'BOXABL ranch homes' over three years, with an aggregate potential value of approximately $233 million. The agreement requires purchases in batches of 50 units and includes a $100,000 payment by the Buyer for engineering and design work. An amendment to the agreement provides stock incentives: BOXABL will issue Class A Common Stock valued at $1 million, $2 million, or $3 million based on deposit amounts between $10–$19.9 million, $20–$29.9 million, and $30 million or greater, respectively. The SPAC FG Merger II Corp is CLOSED; therefore, there are no redemption deadlines, trust values, extensions, or sponsor conduct issues reported. Why it matters: This document discloses a significant commercial contract with a potential revenue impact of $233 million, though it is non-binding as the Buyer may terminate at any time. It also introduces equity dilution risks through the issuance of shares tied to customer deposits, which affects shareholder value and ownership percentages. Since the SPAC status is CLOSED, this represents the primary material activity for the entity formerly associated with the SPAC structure.
What changed: FG Merger II Corp. (FGMC) consummated its business combination with BOXABL Inc. on July 17, 2026, renaming the entity to BOXABL Inc. and listing Class A Common Stock under ticker 'BXBL' on Nasdaq on July 20, 2026. The transaction involved the redemption of 3,466,086 FGMC shares for $36,048,176 and the issuance of 246,524,760 common shares and 103,475,240 preferred shares to BOXABL stockholders as merger consideration valued at $3,500,000,000. Additionally, the filing details a Forward Purchase Agreement where $31,078,060 was funded from the Trust Account to Camac Fund, LP and FG Capital Partners, LLC, followed by early termination payments totaling $1,652,170. Why it matters: This filing confirms the successful completion of the SPAC merger, establishing the new public company's capital structure, ownership concentration (with Tiramani entities holding ~96% voting power), and post-cash liquidity derived from the trust account after redemptions and forward purchase settlements.
What changed vs 2026-05-14trust $82.9M → $83.2M +0%going concern APPEAREDtrust account, going-concern doubt, combination deadline +32 moved · 4 with no prior record of ours
- Trust account
- $82.9M$83.2M
- Going-concern doubt
- not statedstated
- Combination deadline
- 2026-07-31 · unchanged
- Sponsor loans outstanding
- $125Knot matched in this filing
- Mandate language
- the Company intends to focus on businesses in the financial …not matched in this filing
- Redeemable shares
- 8.00M · unchanged
SpacBrain reads this as $342,922 was added to the trust between the two filings.
The clause …“52,620 97,547 Total current assets 139,507 584,447 Cash and investments held in trust account 83,202,034 82,136,888 TOTAL ASSETS $ 83,341,541 $ 82,721,335 LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT) Current liabilities Accounts”…
SpacBrain reads this as the substantial-doubt sentence is in this filing and not in the previous one.
The clause …“six months ended June 30, 2026, filed as Exhibit 99.1 hereto, disclose that substantial doubt existed about Legacy BOXABL’s ability to continue as a going concern twelve months after the financial statements are available to be”…
The clause …“March 31, 2026; on April 6, 2026 to further extend the Agreement End Date to July 31, 2026 and to revise certain lock-up and securities-definition terms and on May 6, 2026 to revise the forms of Company and Sponsor Lock-Up Agreements.”…
The clause …“100,000,000 shares authorized; 2,295,800 issued and outstanding (excluding 8,000,000 shares subject to possible redemption) $ 259 $ 259 Retained earnings (accumulated deficit) ( 14,234,098 ) 389,270 Total Stockholders’ Equity”…
Read from stored SEC filing text by a regex — no model is involved — and each side links to the filing it came from. “Not previously extracted” is a statement about our record, not about the company: the clause may be present in wording we do not match.
What changed: BOXABL Inc. (post-de-SPAC entity from FG Merger II Corp.) disclosed it missed the filing deadline for its Q2 2026 10-Q due to complexities in valuing its OTC Equity Prepaid Forward Transaction (FPA), which requires significant judgment around volatility and other inputs. Why it matters: A delayed 10-Q for a recently de-SPAC'd company signals financial reporting risk and may indicate the FPA valuation is contentious or unresolved, which could affect reported earnings and investor confidence in the combined entity.
Show the other 10 filings
The sponsor
The people who set this company up, what they have done before, and the advisers around the deal.
Atsion Asset Management LLCnamed as sponsor in this SPAC’s filings — but with no researched track record behind it yet.
A missing score, not a score of zero — why
A Sponsor Score is only published once the sponsor’s prior vehicles have been verified on EDGAR and their post-close outcomes priced. That record does not exist for this sponsor yet, so no number and no tier is shown. That is a missing score, not a score of zero — and not a neutral 50 either.
Coverage so far: 301 of 1284 tracked SPACs (23%) are attached to a scored sponsor. This card fills in by itself as the research lands.
The record
The reference detail — how the shares were structured at listing, how thinly they trade, and where the company is registered.
Show the reference detail
Unit structure
Unit: U = S + R/10 · 101.0% of the $10 unit
from 424B3 0001104659-26-059595
Trading & liquidity
Company profile
Directors & officers
- Salemi John Patrick10% owner
- McIntyre AndrewDirector
- BAQAR HASSANChief Financial Officer
- Costas Martin NoeChief Financial Officer
- Davis Morris A.Director
- Tiramani Galiano PaoloCo-Chief Executive Officer
- Tiramani PaoloCo-Chief Executive Officer
- Shahinian Eric10% owner
News
company wires and the financial pressReporting we have matched to this ticker. Headlines belong to the outlets that wrote them.
Show the headlines
- BOXABL and FG Merger II Corp. Sign Merger Agreement to Pursue a BOXABL Public Listing on Nasdaq
PR Newswireundated by the source
Sources on file
harvested pages, kept in fullEvery public page we have read about this company, stored in full so a source can never go missing.
Show the sources
35 full SEC filing texts archived — searchable, never lost.
- Vault note — FGMC (FG Merger II Corp.)
vault-note · /vault/tickers/FGMC
- Vault deal note — BOXABL Inc. (FGMC)
vault-note · /vault/deals/boxabl-inc
- FGMC Stock Price, News & Analysis | FG Merger
news · stocktitan.net
- Ihre Datenschutzeinstellungen
news · consent.yahoo.com
- BOXABL
company-site · boxabl.com
In plain English
tap a term to open itEvery piece of jargon this page could have used, and what it actually means.
Open the plain-English guide
No floor / floorlessthe cash guarantee is gone — the price is unprotected
A SPAC's downside protection is not the cash in trust; it is your right to demand that cash. Once the redemption window closes, the cash stays with the company and the share can trade anywhere.
Redemption deadlinethe last day to hand shares back for cash
Set by the filing that calls the meeting. Tender after it and the company is under no obligation to pay you the trust value.
Broker action datethe day your broker needs the instruction — earlier than the official date
Brokers batch redemption instructions to the transfer agent, so the practical cutoff is roughly two business days before the published deadline. This is the date that actually costs people the floor.
Cash in trust / trust per sharethe cash the company is holding for each public share
Filed quarterly in the 10-Q's XBRL. It earns interest between filings, so the figure on a given day is slightly higher than the last filed one — where we show that we label it an estimate.
Trust discountbuying below the cash held for you
Only meaningful while a redemption right exists. On a floorless name the same arithmetic is not a discount, it is the market pricing distress, and this product will not call it a yield.
Dilutionhow much of the company new shares take from you
Sponsor promote, PIPE shares, warrants and rights all issue stock that did not pay $10 for it. The headline deal value is before that; the effective value is after.
Pro-forma equitywhat the company is valued at once the deal closes
The combined company's equity value assuming the announced terms and the redemptions that have actually happened.
ARShow much upside you get per unit of downside
SpacBrain's asymmetric-return score. It is deterministic — the same inputs always produce the same number — and it is capped, not zeroed, when the floor is gone.
De-SPACthe day the SPAC becomes the real company
The shares stop being a claim on a pot of cash and start being equity in an operating business. Roughly 80% of recent de-SPACs traded below $10 within a year.
Outside datethe contractual long-stop for closing the deal
A deadline between the SPAC and its target, not between the SPAC and you. It confers no right to cash, which is exactly why it must never be counted as a redemption window.
Accession numberthe SEC's unique id for one filing
Every figure on this page carries the accession of the filing that states it, so you can open the primary document rather than trust us.
Accreted NAV (estimate)the last filed cash figure, plus the interest it should have earned since
A model, not a filing: last filed value compounded at the 3-month T-bill for the days elapsed. Always shown in italic with the word estimate, and never printed beside a filed number without it.
Ask the brain
from its filingsData provenance & audit trail3 internal entries
Written by SpacBrain’s data agents whenever a figure is captured, corrected or flagged, and kept verbatim so every number on this page can be traced back to the filing that states it. This is a running log, not the current record: an early entry may be superseded by a later correction — the panels above always hold the current values.
admitted from EDGAR's QUARTERLY FORM INDEX, walked without any SIC filter. The SIC 6770 census could not reach this registrant: EDGAR reassigns a shell's SIC the day it stops being one, and this CIK now files under 1520 (General Bldg Contractors - Residential Bldgs). The screen found it by filing SHAPE instead — S-1 2023-10-24 → 8-A12B 2025-01-28 → 424B4 2025-01-29 — which nothing rewrites. Admission rule: src/lib/universe-admit.ts. SIC 1520 + self-described blank check in 424B4 0001104659-25-007247; 424B 0001104659-25-007247 priced 2025-01-29 under S-1 0001104659-23-111149 (file 333-275155, an offering for cash); common ticker FGMC off 10-Q 0001104659-26-061340 (2026-05-14); lifecycle ACTIVE. The pricing prospectus was filed under SEC file number 333-275155, which belongs to S-1 0001104659-23-111149 (2023-10-24) — a registration of shares sold for CASH, which is what makes it an IPO rather than merger consideration. Blank-check status from the registrant's own first-person sentence in that prospectus (EDGAR full-text search, 424B4 2025-01-29). Ending PROVEN, not inferred: CLOSED per 8-K 0001493152-26-034441 (2026-07-23) — 8-K item 5.06 "Change in Shell Company Status" (EDGAR item index, items: 1.01,1.02,2.01,3.01,3.02,3.03,4.01,5.01,5.02,5.03,5.06,7.01,9.01). EDGAR now files this CIK as "BOXABL Inc." — the SPAC's own name is kept here and the successor is the target. ipoSizeM and deadline left NULL: gross-proceeds prose conflates the over-allotment with the offering, and a charter deadline belonging to a vehicle that has ended is a date nobody can act on. ipoDate is the 424B pricing date.
sponsor "Atsion Asset Management LLC" (SEC CIK 0002065935) sourced from Form 3 reportingOwner (10% owner) acc 0001493152-26-029612.
[CLOSED-RENAME] EDGAR CIK 0001906364 records "FG Merger II Corp." ending 2026-07-21; the registrant continues as "BOXABL Inc.". The rename is the SEC's own record of what the vehicle became, keyed by CIK. Closed 2026-07-21. No deal value is set — a rename says what was acquired, never for how much. No date column is set: Deal has announcedAt, voteDate and expectedCloseAt and nowhere to record an actual close, so the SEC's date is kept here until that column exists. [DEAL-STRUCTURE-MINED] terminationFeeM=1 from primary filings (0001104659-25-091249).