FG Imperii Acquisition Corp. Announces Pricing of $200 Million Initial Public Offering

Rhea-AI Summary

FG Imperii Acquisition Corp (FGII) priced an initial public offering of 20,000,000 units at $10.00 per unit, raising $200 million in gross proceeds before any exercise of an over-allotment option. Each unit includes one Class A ordinary share and one-half of a redeemable warrant; each whole warrant is exercisable at $11.50. Units are expected to begin trading on Nasdaq under FGIIU on January 16, 2026; Class A shares and warrants are expected to trade as FGII and FGIIW once separated. The underwriters have a 45-day option to purchase up to an additional 3,000,000 units. The offering is expected to close January 20, 2026, and the SEC declared the registration effective January 15, 2026.

Positive

• IPO priced at $200 million gross proceeds
• Nasdaq listing expected under FGIIU/FGII/FGIIW
• SEC declared registration effective on Jan 15, 2026

Negative

• Underwriter option could increase issuance by 15% (3,000,000 units)
• Warrants exercisable at $11.50 may cause future share dilution

ITASCA, Ill., Jan. 15, 2026 /PRNewswire/ -- FG Imperii Acquisition Corp. (the "Company"), a newly organized special purpose acquisition company formed as a Cayman Islands exempted company, today announced the pricing of its initial public offering of 20,000,000 units at an offering price of $10.00 per unit, with each unit consisting of one Class A ordinary share and one-half of one redeemable warrant. Each whole warrant will entitle the holder thereof to purchase one Class A ordinary share at $11.50 per share. The units are expected to trade on the Nasdaq Global Market ("Nasdaq") under the ticker symbol "FGIIU" beginning January 16, 2026. Once the securities comprising the units begin separate trading, the Class A ordinary shares and the warrants are expected to be traded on Nasdaq under the symbols "FGII" and "FGIIW," respectively. No fractional warrants will be issued upon separation of the units and only whole warrants will trade.

ThinkEquity is acting as sole book-running manager for the offering and EarlyBirdCapital, Inc. is acting as co-manager in the offering.

The Company has granted the underwriter 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 expected to close on January 20, 2026, subject to customary closing conditions.

A registration statement relating to the securities sold in the initial public offering was declared effective by the U.S. Securities and Exchange Commission (the "SEC") on January 15, 2026. The offering is being made only by means of a prospectus. When available, copies of the prospectus related to this offering may be obtained from ThinkEquity, 17 State Street, 41st Floor, New York, New York 10004, by telephone at (877) 436-3673 and by email at prospectus@think-equity.com, or by visiting EDGAR on the SEC's website at www.sec.gov.

This press release shall not constitute an offer to sell or a 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.

About FG Imperii Acquisition Corp. 

FG Imperii Acquisition Corp. is a blank check company, also commonly referred to as a special purpose acquisition company, or SPAC, formed for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses or entities. While FG Imperii Acquisition Corp. will not limit its search for a target company to any particular business segment, FG Imperii Acquisition Corp. intends to focus its search for a target business in the financial services industry in North America.

Forward-Looking Statements

This press release contains statements that constitute "forward-looking statements," including with respect to the Company's initial public offering ("IPO") and search for an initial business combination. 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 FG Imperii Acquisition Corp., including those set forth in the Risk Factors section of FG Imperii Acquisition Corp.'s registration statement and preliminary prospectus for the IPO filed with the SEC. Copies are available on the SEC's website, www.sec.gov. FG Imperii Acquisition Corp. 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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SOURCE FG Imperii Acquisition Corp

FAQ

What did FG Imperii Acquisition Corp (FGII) price its IPO at on January 15, 2026?

FG Imperii priced 20,000,000 units at $10.00 per unit, totaling $200 million gross.

When will FGII units begin trading on Nasdaq and under what ticker?

Units are expected to begin trading on Nasdaq as FGIIU on January 16, 2026.

What securities are included in each FGII unit and the warrant terms?

Each unit includes one Class A ordinary share and one-half warrant; whole warrants exercise at $11.50 per share.

How large is the FGII underwriter overallotment option and what percent is that?

Underwriters may buy up to 3,000,000 additional units, equal to 15% of the offering, within 45 days.

When is the FGII offering expected to close and what regulatory step completed?

The offering is expected to close on January 20, 2026, and the SEC declared the registration effective on January 15, 2026.