STOCK TITAN

Future Vision (NASDAQ: FVN) taps sponsor loan to extend MicroTouch deal clock

(Very High)
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Future Vision II Acquisition Corp. entered into an unsecured promissory note with its sponsor HWei Super Speed Co. Ltd. for a principal amount of $191,475. The sponsor advanced these funds to be deposited into the company’s Trust Account to effect an extension of the deadline to complete its initial business combination.

The note bears no interest and matures upon closing of the initial business combination; if no business combination occurs, the note will be forgiven and the sponsor will have no right to repayment. The sponsor waived any claim to distributions from the Trust Account related to the note and may, at its option, convert the note into units at a $10.00 per unit conversion price, with such units identical to the prior private placement units.

The board approved an Extension of the business combination deadline from August 13, 2026 to September 13, 2026, and the company continues to pursue its previously announced combination with MicroTouch Technology Inc. It plans to hold an extraordinary general meeting to seek shareholder approval for a further extension and highlighted the mechanics of its publicly traded rights in the context of short selling of its ordinary shares. The company stated there can be no assurance it will complete a business combination by September 13, 2026.

Positive

  • None.

Negative

  • None.

Filing Explained

The note’s potential conversion units are treated as an unregistered equity sale; they generally cannot be transferred or sold until the initial business combination and carry registration rights.

Item 1.01 Entry into a Material Definitive Agreement Business
The company signed a significant contract such as a merger agreement, credit facility, or major partnership.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement Financial
The company incurred a new significant debt or off-balance-sheet obligation.
Item 3.02 Unregistered Sales of Equity Securities Securities
The company sold equity securities in a private placement or other unregistered transaction.
Item 8.01 Other Events Other
Voluntary disclosure of events the company deems important to shareholders but not covered by other items.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Promissory Note Principal $191,475 Unsecured note issued to sponsor on August 13, 2026
Conversion Price per Unit $10.00 per unit Optional conversion price of note into company units
Original Business Combination Deadline August 13, 2026 Deadline before extension approved by the board
Extended Business Combination Deadline September 13, 2026 New deadline after one-month Extension
CUSIP for Rights G37068114 Publicly traded Rights referenced in short selling clarification
CUSIP for Ordinary Shares G37068106 Ordinary Shares referenced in short selling clarification
unsecured promissory note financial
"issued an unsecured promissory note (the “Note”) in the principal amount"
An unsecured promissory note is a written IOU in which a borrower promises to repay a loan plus any interest but does not pledge any asset as collateral. Investors care because it relies solely on the borrower’s ability to pay—like lending money to someone without holding their watch as security—so it usually carries higher interest and higher risk and ranks below secured debt if the borrower defaults, affecting expected recovery and company credit profile.
Trust Account financial
"funds to the Company to be deposited into the Company’s trust account"
A trust account is a special bank or brokerage account where assets are held and managed by a designated person or firm (the trustee) for the benefit of another person or group (the beneficiary). It matters to investors because it separates assets from personal or corporate funds, can protect assets, control how and when money is used, and may affect tax or legal rights—think of it as a locked drawer opened only under agreed rules.
business combination financial
"date by which the Company must consummate its initial business combination"
A business combination happens when two or more companies join together to operate as one, like two friends merging their teams into a single group. This is important because it can change how companies grow, compete, and make money, often making them bigger and more powerful in the market.
Extension financial
"to effectuate an extension of the date by which the Company"
An extension is an official lengthening of a deadline, time window, or contractual term — for example giving more time to file documents, complete a project, or exercise a right. Investors care because it changes when expected outcomes, obligations, or payments will happen; like moving a bill’s due date, an extension can ease short‑term pressure or delay potential gains and risks, affecting valuation and planning.
short selling financial
"use of its publicly traded Rights ... in connection with short selling activities"
An investing strategy where someone borrows shares and sells them now, planning to buy them back later at a lower price to return to the lender, pocketing the difference; if the price rises instead, the borrower loses money. Think of it like borrowing a book to sell today and hoping you can repurchase it cheaper later. Short selling matters because it lets investors bet against overvalued stocks, can add market liquidity and price discovery, but it also increases volatility and carries the risk of large or unlimited losses.

FAQ

What debt did Future Vision II Acquisition Corp. (FVN) incur under the new promissory note?

Future Vision II Acquisition Corp. issued an unsecured promissory note for $191,475 to its sponsor. The funds are deposited into the Trust Account to support a deadline extension for completing the initial business combination and bear no interest.

When does Future Vision II Acquisition Corp. (FVN) now have to complete its business combination by?

The company’s business combination deadline was extended from August 13, 2026 to September 13, 2026. This one-month extension was approved by the board pursuant to the company’s Amended and Restated Memorandum and Articles of Association, following the sponsor’s funding advance.

Can the FVN sponsor convert the promissory note into equity, and on what terms?

Yes. The sponsor may convert all or part of the $191,475 note into company units at a $10.00 per unit conversion price. Any such units will be identical to the placement units issued in the sponsor’s original private placement.

What happens to the FVN sponsor’s promissory note if no business combination is completed?

If no business combination is consummated, the $191,475 promissory note will be forgiven, and the sponsor will have no right to receive payment. The sponsor has also waived any claim to Trust Account distributions with respect to this note.

Is Future Vision II Acquisition Corp. (FVN) still pursuing its merger with MicroTouch Technology Inc.?

Yes. The company states it is continuing to pursue the previously announced business combination with MicroTouch Technology Inc. under the January 16, 2026 Merger Agreement, while also planning an extraordinary general meeting to seek approval for a further extension.

What clarification did FVN provide regarding its Rights and short selling of its Ordinary Shares?

The company noted potential market confusion about using its publicly traded Rights in connection with short selling of its Ordinary Shares. It reminded broker-dealers to comply with all applicable locate and delivery requirements and to review policies on lending and shorting its securities.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

 

Pursuant to Section 13 or 15(d) of

the Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): August 13, 2026

 

 

 

Future Vision II Acquisition Corp.

(Exact name of registrant as specified in its charter)

 

 

 

Cayman Islands   001-42273   00-0000000N/A

(State or other jurisdiction of

incorporation or organization)

 

(Commission

File Number)

 

(I.R.S. Employer

Identification Number)

 

Xiandai Tongxin Building

201 Xin Jinqiao Road, Rm 302

Pudong New District

Shanghai, China00000

(Address of principal executive offices, including zip code)

 

+ (86) 136 0300 0540

(Registrant’s telephone number, including area code)

 

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
   
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
   
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
   
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class   Trading Symbol(s)   Name of each exchange on which registered
Units, each consisting of one Ordinary Share, par value $0.0001 per share, and one right to acquire 1/10th of one Ordinary Share   FVNNU   The Nasdaq Stock Market LLC
Ordinary Shares included as part of the Units   FVN   The Nasdaq Stock Market LLC
Rights included as part of the Units   FVNNR   The Nasdaq Stock Market LLC

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.

 

Emerging growth company

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

 

 

 

 

 

 

Item 1.01 Entry into a Material Definitive Agreement.

 

The disclosures set forth under Item 2.03 are incorporated by reference.

 

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

 

On August 13, 2026, Future Vision II Acquisition Corp. (the “Company”) issued an unsecured promissory note (the “Note”) in the principal amount of $191,475 to HWei Super Speed Co. Ltd., the Company’s sponsor (the “Sponsor”). The Note was issued in connection with the Sponsor’s advance of funds to the Company to be deposited into the Company’s trust account (the “Trust Account”) to effectuate an extension of the date by which the Company must consummate its initial business combination (the “Extension”).

 

The Note does not bear interest and matures upon the closing of the Company’s initial business combination. In the event that the Company does not consummate a business combination, the Note will be forgiven and the Sponsor will have no right to receive payment under the Note. The Sponsor has agreed to waive any and all right, title, interest, or claim of any kind in or to any distribution of or from the Trust Account with respect to the Note.

 

At the Sponsor’s option, at any time prior to payment in full of the principal balance of the Note, the Sponsor may elect to convert all or any portion of the unpaid principal balance of the Note into units of the Company at a conversion price equal to $10.00 per unit, upon the consummation of a business combination. Such units will be identical to the placement units issued to the Sponsor in the private placement that closed simultaneously with the Company’s initial public offering.

 

The issuance of the Extension Note was made pursuant to the exemption from registration contained in Section 4(a)(2) of the Securities Act of 1933, as amended.

 

The foregoing description of the Note is qualified in its entirety by reference to the full text of the Note, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.

 

Item 3.02 Unregistered Sales of Equity Securities.

 

The information disclosed under Item 2.03 of this Current Report on Form 8-K is incorporated by reference into this Item 3.02 to the extent required herein. The Units (and the underlying securities) issuable upon conversion of the Note, if any, (1) may not, subject to certain limited exceptions, be transferable or salable by the Sponsor until the completion of the Company’s initial business combination and (2) are entitled to registration rights.

 

Item 8.01 Other Events.

 

Pursuant to the Company’s Amended and Restated Memorandum and Articles of Association, the Board of Directors approved the Extension upon the Sponsor’s request, extending the Business Combination Deadline from August 13, 2026 to September 13, 2026. The information set forth in Items 1.01 and 2.03 of this Current Report on Form 8-K is incorporated herein by reference. The Company is continuing to pursue the consummation of its previously announced business combination with MicroTouch Technology Inc. pursuant to the Merger Agreement dated January 16, 2026.

 

In addition, the Company intends to hold an extraordinary general meeting of shareholders (the “EGM”) to seek shareholder approval of a proposal to further extend the date by which the Company must consummate an initial business combination. For additional details regarding the EGM, including the specific terms of the proposed extension, shareholders and investors should refer to the definitive proxy statement filed by the Company on August 7, 2026 (the “Proxy Statement”).

 

1

 

 

Clarification Regarding Rights and Short Sale Coverage

 

The Company has become aware of potential market confusion regarding the use of its publicly traded Rights (CUSIP: G37068114) in connection with short selling activities of its Ordinary Shares (CUSIP: G37068106).

 

The Company wishes to remind shareholders, broker-dealers, and clearing firms of the specific mechanics governing its securities:

 

1.Conversion Timeline: Under the Company’s Memorandum and Articles of Association, ten (10) Rights will automatically convert into one (1) Ordinary Share only upon the consummation of the Company’s initial business combination.

 

2.No Pre-Closing Conversion: Rights are not currently convertible, will not convert upon the approval of the August 21, 2026 extension, and cannot be voluntarily converted by the holder at any time prior to the closing of the business combination.

 

3.Not a Valid Locate for Settlement: Because the Rights cannot be converted into Ordinary Shares prior to the consummation of the business combination, holding Rights does not provide an investor with deliverable Ordinary Shares. Consequently, the Company believes that un-converted Rights cannot be used to satisfy “locate” or delivery requirements for short sales of Ordinary Shares under SEC Regulation SHO prior to the closing.

 

4.No Voting or Redemption Rights: Rights do not carry voting rights at the upcoming Extraordinary General Meeting and have no redemption rights or liquidating value.

 

The Company urges broker-dealers to ensure compliance with all applicable locate and delivery requirements regarding the Company’s Ordinary Shares and to review their internal policies regarding the lending and shorting of Future Vision II Acquisition Corp. securities.

 

There can be no assurance that the Company will consummate a business combination by September 13, 2026.

 

Item 9.01Financial Statements and Exhibits.

 

Exhibit No.   Description of Exhibits
10.1   Extension Promissory Note dated August 13, 2026, issued by the Company to Hwei Super Speed Co., Ltd.
104   Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

2

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

Future Vision II Acquisition Corp.
     
Date: August 17, 2026 By: /s/ Danhua Xu
  Name: Danhua Xu
  Title: CEO and Director

 

3

Filing Exhibits & Attachments

5 documents