Here are the 8-K filings from FG Imperii Acquisition Corp. Warrants (FGIIW) in our archive since June 2025, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
An 8-K covers material events a company has to report between its quarterly reports, so if you follow FGIIW and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full FGIIW filings page.
FG Imperii Acquisition Corp. entered into a merger agreement with tZERO Group, Inc. for a proposed two-step business combination. Aggregate consideration for tZERO security holders and holders of Company Exit Plan Awards is $325 million in FG Imperii Class A common stock, valued at $10.00 per share.
Under the agreement, FG Imperii would issue 2.5 million earn-out shares into escrow at closing, to be released in two 1.25 million-share tranches upon milestones. One tranche depends on CFTC approval of tZERO’s pending designated contract market and derivatives clearing organization applications, a qualifying launch or platform agreement within four years after closing. The other requires positive aggregate Adjusted EBITDA in two separate three-consecutive-calendar-month periods within the 12 months after closing. The combined company may receive up to approximately $231 million from FG Imperii’s trust account, subject to redemptions by public shareholders and before transaction expenses.
Closing is expected in early 2027, subject to shareholder approvals, regulatory conditions, an effective Form S-4 and listing approval. tZERO shareholders representing approximately 62% of its capital on a fully diluted basis and FG Imperii’s sponsor have signed support agreements.