FG Merger II Corp. Announces Closing of the Redemption Window for its Business Combination with BOXABL
Rhea-AI Summary
FG Merger II announced that the redemption window for its business combination with BOXABL closed on June 5, 2026. About 6,615,950 shares were redeemed at $10.40 per share, removing roughly $68.8 million from the trust.
After redemptions, 1,384,050 public shares and about $14 million remain in the trust. Non-redeeming or reversal investors will receive BOXABL stock at closing, when the combined company is expected to trade on Nasdaq as BXBL, subject to shareholder approval at the June 9, 2026 special meeting.
Positive
- Approximately $14 million remains in FGMC's trust account after redemptions
- Business combination with BOXABL proceeds to June 9, 2026 shareholder vote
- Non-redeeming and reversal stockholders will receive BOXABL shares at closing, expected to trade as BXBL
Negative
- About 6,615,950 shares redeemed, removing roughly $68.8 million from FGMC's trust
- High redemptions leave only 1,384,050 FGMC public shares and about $14 million in trust
News Market Reaction – FGMC
In the Jun 9 session, FGMC declined 1.99%, reflecting a mild negative market reaction. Argus tracked a peak move of +3.5% during that session. Our momentum scanner triggered 2 alerts that day, indicating moderate trading interest and price volatility.
Data tracked by StockTitan Argus on the day of publication.
Key Figures
Previous Acquisition Reports
| Date | Event | Sentiment | 24h Move | Catalyst |
|---|---|---|---|---|
| Jun 03 | Merger vote meeting | Neutral | -0.1% | Set special meeting date and redemption deadline for BOXABL merger vote. |
| Nov 04 | Merger deadline extension | Neutral | -0.1% | Extended outside date for completing proposed BOXABL merger to March 31, 2026. |
| Sep 18 | S-4 filing announced | Neutral | -0.1% | Announced public filing of Form S-4 and joint proxy statement for merger. |
| Aug 05 | Merger agreement signed | Positive | +0.5% | Signed definitive SPAC merger agreement to take Boxabl public on Nasdaq. |
| Feb 06 | Units separate trading | Neutral | +0.0% | Announced separate trading of common stock and rights from SPAC units. |
24h Move is the share-price change in the day after each event; other market factors may also have contributed.
Acquisition-related headlines for FGMC have historically produced very small average moves of about 0.06%, with price reactions generally aligning with the neutral-to-positive tone of merger updates.
Over the past year, FG Merger II’s key milestones have all centered on its business combination with BOXABL. Starting with the definitive merger agreement in August 2025 and initial SPAC unit separation in February 2025, the company progressed through S-4 filing, valuation disclosure of $3.5 billion, and multiple extensions to complete the merger. The June 9, 2026 special meeting notice and prior redemption deadline set the stage for today’s update on actual redemptions and remaining trust capital.
Key Terms
special purpose acquisition company financial
spac financial
form s-4 regulatory
proxy statement/prospectus regulatory
form 8-k regulatory
form 10-k regulatory
forward-looking statements regulatory
prospectus regulatory
AI-generated analysis. How Rhea-AI works. Not financial advice.
Stockholders who Chose Not to Redeem their FGMC Shares and Stockholders who Reverse their Redemption Requests Will become BOXABL Stockholders at Closing
Approximately 6,615,950 shares of FGMC common stock were tendered for redemption. As a result, approximately
Any request for redemption, once made by a stockholder, may be withdrawn prior to the closing of the business combination. If a stockholder has previously submitted a request to redeem its shares FGMC common stock in connection with the Special Meeting and would like to reverse such request, such stockholder may make such request by contacting FGMC's transfer agent at the following address:
Continental Stock Transfer & Trust Company
One State Street Plaza, 30th Floor
Attn: SPAC Redemption Team
Email: spacredemptions@continentalstock.com
A special meeting (the "Special Meeting") of stockholders of FGMC will be held on June 9, 2026, at 10:00 a.m. Eastern Time virtually via live webcast at https://www.cstproxy.com/fgmergerii/2026, or at such other time, on such other date and at such other place to which the meeting may be adjourned or postponed.
The purpose of the Special Meeting is to vote on the proposed business combination between FGMC and BOXABL, a leader in innovative housing solutions, and related matters. FGMC reminds stockholders of the importance of their vote and encourages stockholders to vote their shares in favor of all proposals as recommended by the Board of Directors.
More information about voting and attending the Special Meeting is included in the definitive Proxy Statement/Prospectus filed by FGMC with the SEC, which is available on the SEC's website at www.sec.gov. FGMC encourages stockholders to read the Proxy Statement/Prospectus carefully. If you have any questions or need assistance voting your shares, please contact FGMC's proxy solicitor, Advantage Proxy, at Toll Free Telephone: (877) 870-8565, Main Telephone: (206) 870-8565 and E-mail: ksmith@advantageproxy.com.
FGMC stockholders who chose not to redeem their FGMC shares, and Stockholders who reverse their redemption requests, will automatically become BOXABL stockholders at the closing of the business combination, at which time FGMC will be renamed "BOXABL, Inc." and is expected to re-list on Nasdaq under the ticker "BXBL".
The FGMC board of directors recommends all stockholders vote "FOR" all proposals in advance of the Special Meeting via the internet or by signing, dating and returning the proxy card upon receipt by following the instructions on the proxy card.
About BOXABL
BOXABL is transforming the housing market with its modular building systems designed to deliver affordable, high-quality homes at unprecedented speed. Founded in 2017, BOXABL's innovative approach has attracted worldwide attention as it aims to solve housing challenges for individuals and communities alike. BOXABL'S flagship product, the Casita, is a 361 square foot studio unit with a full kitchen, bathroom, and utilities. The Casita unfolds on-site in less than an hour and is manufactured inside BOXABL's facilities. BOXABL also has announced the Baby Box, a smaller 120 square foot unit built to RV code, intended for simpler, no foundation setups. BOXABL is also developing stackable and connectable box models that can be combined to form townhomes, multifamily units, or larger single-family homes.
For more information about BOXABL and its innovative products, visit www.boxabl.com.
About FG Merger II Corp.
FG Merger II 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.
Additional Information About the Proposed Transaction and Where to Find It
Additional information about the transaction, including a copy of the merger agreement has been filed by FGMC in a Current Report on Form 8-K with the U.S. Securities and Exchange Commission (the "SEC"). The proposed transaction has been submitted to shareholders of FGMC for their consideration. FGMC has filed a registration statement on Form S-4 (the "Registration Statement") with the SEC, which has been declared effective, and a prospectus pursuant to Rule 424(b) under the Securities Act (the "Prospectus"), which includes the definitive proxy statement distributed to FGMC's shareholders in connection with FGMC's solicitation of proxies for the vote by FGMC's shareholders in connection with the proposed transaction and other matters described in the Registration Statement, as well as the prospectus relating to the offer of the securities to be issued to BOXABL's shareholders in connection with the completion of the proposed transaction. The definitive proxy statement/prospectus and other relevant documents have been mailed to BOXABL stockholders and FGMC shareholders as of the record date established for voting on the proposed transaction. Before making any voting or investment decision, FGMC and BOXABL shareholders and other interested persons are advised to read the definitive proxy statement/prospectus, as well as other documents filed with the SEC by FGMC in connection with the proposed transaction, as these documents contain important information about FGMC, BOXABL and the proposed transaction. Shareholders may obtain a copy of the definitive proxy statement/prospectus, as well as other documents filed by FGMC with the SEC, without charge, at the SEC's website located at www.sec.gov or by directing a written request to FG Merger II Corp., 104 S. Walnut Street, Unit 1A, Itasca, Illinois 60143 or to BOXABL 5345 E North Belt Rd Las Vegas NV 89115.
Forward-Looking Statements
This communication includes "forward-looking statements" within the meaning of the federal securities laws. Forward-looking statements may be identified by the use of words such as "plan," "project," "will," "estimate," "intend," "expect," "believe," "target," "continue," "could," "may," "might," "possible," "potential," "predict" or similar expressions that predict or indicate future events or trends or that are not statements of historical matters. We have based these forward-looking statements on current expectations and projections about future events. These statements include: projections of market opportunity and market share; estimates of customer adoption rates and usage patterns; projections of development and commercialization costs and timelines; expectations regarding BOXABL's ability to execute its business model and the expected financial benefits of such model; expectations regarding BOXABL's ability to attract, retain, and expand its customer base; BOXABL's deployment of Casita; BOXABL's expectations concerning relationships with strategic partners, suppliers, governments, regulatory bodies and other third parties; future ventures or investments in companies, products, services, or technologies; development of favorable regulations and government incentives affecting BOXABL's markets; the potential benefits of the proposed transaction and expectations related to its terms and timing; and the potential for BOXABL to increase in value.
These forward-looking statements are provided for illustrative purposes only and are not intended to serve as, and must not be relied on as, a guarantee, an assurance, a prediction or a definitive statement of fact or probability. Actual events and circumstances are difficult or impossible to predict and will differ from assumptions, many of which are beyond the control of BOXABL and FGMC.
These forward-looking statements are subject to known and unknown risks, uncertainties and assumptions that may cause our actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by such statements. Such risks and uncertainties include: that BOXABL is pursuing an emerging technology, faces significant technical challenges and may not achieve commercialization or market acceptance; BOXABL's historical net losses and limited operating history; BOXABL's expectations regarding future financial performance, capital requirements and unit economics; BOXABL's use and reporting of business and operational metrics; BOXABL's competitive landscape; BOXABL's dependence on members of its senior management and its ability to attract and retain qualified personnel; the capital requirements of BOXABL's business plans and the potential need for additional future financing; BOXABL's ability to manage growth and expand its operations; potential future acquisitions or investments in companies, products, services or technologies; BOXABL's reliance on strategic partners and other third parties; BOXABL's ability to maintain, protect and defend its intellectual property rights; risks associated with privacy, data protection or cybersecurity incidents and related regulations; the use and regulation of artificial intelligence and machine learning; uncertainty or changes with respect to laws and regulations; uncertainty or changes with respect to taxes, trade conditions and the macroeconomic environment; the combined company's ability to maintain internal control over financial reporting and operate a public company; the possibility that required regulatory approvals for the proposed transaction are delayed or are not obtained, which could adversely affect the combined company or the expected benefits of the proposed transaction; the risk that shareholders of FGMC could elect to have their shares redeemed, leaving the combined company with insufficient cash to execute its business plans; the occurrence of any event, change, or other circumstance that could give rise to the termination of the merger agreement; the outcome of any legal proceedings or government investigations that may be commenced against BOXABL or FGMC; failure to realize the anticipated benefits of the proposed transaction; the ability of FGMC or the combined company to issue equity or equity-linked securities in connection with the proposed transaction or in the future; and other factors described in FGMC's filings with the SEC. Additional information concerning these and other factors that may impact such forward-looking statements can be found in filings and potential filings by BOXABL, FGMC or the combined company resulting from the proposed transaction with the SEC, including under the heading "Risk Factors." If any of these risks materialize or assumptions prove incorrect, actual results could differ materially from the results implied by these forward-looking statements. In addition, these statements reflect the expectations, plans and forecasts of BOXABL's and FGMC's management as of the date of this communication; subsequent events and developments may cause their assessments to change. While BOXABL and FGMC may elect to update these forward-looking statements at some point in the future, they specifically disclaim any obligation to do so. Accordingly, undue reliance should not be placed upon these statements.
In addition, statements that "we believe" and similar statements reflect our beliefs and opinions on the relevant subject. These statements are based upon information available to us as of the date of this communication, and while we believe such information forms a reasonable basis for such statements, such information may be limited or incomplete, and our statements should not be read to indicate that we have conducted an exhaustive inquiry into, or review of, all potentially available relevant information. These statements are inherently uncertain and investors are cautioned not to unduly rely upon these statements.
An investment in FGMC is not an investment in any of its founders' or sponsors' past investments, companies or affiliated funds. The historical results of those investments are not indicative of future performance of FGMC, which may differ materially from the performance of our founders' or sponsors' past investments.
Participants in the Solicitation
FGMC, BOXABL and certain of their respective directors, executive officers and other members of management and employees may, under SEC rules, be deemed to be participants in the solicitation of proxies from FGMC's shareholders in connection with the proposed transaction. Information regarding the persons who may, under SEC rules, be deemed participants in the solicitation of FGMC's and BOXABL's shareholders in connection with the proposed transaction as set forth in the joint proxy statement/prospectus filed by FGMC and BOXABL with the SEC. You can find more information about FGMC's directors and executive officers in FGMC's and BOXABL's joint proxy statement/prospectus dated May 12, 2026, and in periodic reports filed by FGMC with the SEC. You can find more information about BOXABL's directors and executive officers in its Annual Report on Form 10-K, filed with the SEC on March 27, 2026. Additional information regarding the participants in the proxy solicitation and a description of their direct and indirect interests will be included in the proxy statement/prospectus when it becomes available. Shareholders, potential investors and other interested persons should read the proxy statement/prospectus carefully when it becomes available before making any voting or investment decisions. You may obtain free copies of these documents from the sources described above.
No Offer or Solicitation
This communication does not constitute an offer to sell or the solicitation of an offer to buy any securities, or a solicitation of any vote or approval, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. This communication is not, and under no circumstances is to be construed as, a prospectus, an advertisement or a public offering of the securities described herein in the United States or any other jurisdiction. No offer of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended, or exemptions therefrom. INVESTMENT IN ANY SECURITIES DESCRIBED HEREIN HAS NOT BEEN APPROVED BY THE SEC OR ANY OTHER REGULATORY AUTHORITY NOR HAS ANY AUTHORITY PASSED UPON OR ENDORSED THE MERITS OF THE OFFERING OR THE ACCURACY OR ADEQUACY OF THE INFORMATION CONTAINED HEREIN. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.
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SOURCE FG Merger II Corp.