STOCK TITAN

FortuneX (Nasdaq: FXACU) closes IPO, over-allotment and sponsor placement

Filing Impact
(High)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

FortuneX Acquisition Corporation, a Cayman Islands-based blank check company, completed its initial public offering of 8,625,000 units at $10.00 per unit, including the full exercise of the underwriters’ 1,125,000-unit over-allotment option, for aggregate gross proceeds of $86,250,000.

Each unit includes one ordinary share and one-half of a redeemable warrant, with each whole warrant exercisable at $11.50 per share. The company also closed a private placement of 260,000 units to its sponsor at $10.00 per unit, raising an additional $2,600,000. Units trade on Nasdaq under the symbol FXACU.

In connection with the IPO, FortuneX entered into standard SPAC agreements such as its warrant, trust, registration rights, administrative services, escrow and indemnification arrangements, adopted amended and restated charter documents, and appointed three independent directors who will serve on key board committees.

Positive

  • None.

Negative

  • None.

Insights

FortuneX’s SPAC IPO and sponsor placement establish its cash pool and governance structure.

FortuneX Acquisition Corporation has completed a SPAC IPO of 8,625,000 units at $10.00, generating gross proceeds of $86,250,000, alongside a sponsor private placement of 260,000 units for $2,600,000. Each unit bundles equity with half a warrant exercisable at $11.50 per share.

The company put in place the typical SPAC infrastructure: a trust agreement to hold IPO funds, registration rights and escrow for founder shares, and indemnification for directors and officers. These arrangements formalize how capital is safeguarded and how insiders can later register and sell their securities.

Board-level governance is strengthened through three independent directors serving on the audit, compensation, and governance committees, with one designated as an audit committee financial expert. Subsequent filings will describe any future merger candidates the SPAC identifies for its business combination mandate.

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 3.02 Unregistered Sales of Equity Securities Securities
The company sold equity securities in a private placement or other unregistered transaction.
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance
Key personnel changes including departures, elections, or appointments of directors and executive officers.
Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year Governance
The company amended its charter documents, bylaws, or changed its fiscal year.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
IPO units sold 8,625,000 units Initial public offering including 1,125,000-unit over-allotment
IPO gross proceeds $86,250,000 Aggregate gross proceeds from IPO at $10.00 per unit
Warrant exercise price $11.50 per share Exercise price for each whole redeemable warrant
Sponsor private units 260,000 units Private placement to sponsor simultaneous with IPO
Private placement proceeds $2,600,000 Gross proceeds from sale of 260,000 private units at $10.00
Underwriter over-allotment option 1,125,000 units Additional units purchased at IPO price under 45-day option
blank check company financial
"FortuneX Acquisition Corporation, a blank check company incorporated in the Cayman Islands as an exempted company"
A blank check company is a publicly listed shell that raises money from investors before naming a specific business to buy or merge with, similar to handing a cashier a signed check and asking them to fill in the payee later. It matters to investors because it offers a faster, often cheaper path for private firms to become public, but carries extra risk since returns depend on the organizers’ ability to find a good deal and on limited information about the future business.
over-allotment option financial
"underwriters of its recently announced initial public offering exercised their over-allotment option to purchase an additional 1,125,000 units"
An over-allotment option is a special agreement that allows underwriters to sell more shares than initially planned if demand is high. Think of it like a retailer offering extra units of a popular product to meet additional customer interest. This option helps ensure the full sale is completed and can also give investors extra shares if they want more.
Investment Management Trust Agreement financial
"Investment Management Trust Agreement, dated May 22, 2026, by and between the Company and Continental Stock Transfer & Trust Company"
A written contract that names who will run and make investment decisions for a trust’s assets, spells out their authority, duties, fees and how performance and risks will be handled. It matters to investors because it defines who is responsible for growing and protecting the money—like hiring a caretaker with a clear job description—and sets the rules and safeguards that affect returns, costs and how disputes or withdrawals are resolved.
Registration Rights Agreement financial
"Registration Rights Agreement, dated May 21, 2026, by and between the Company and the Sponsor"
A registration rights agreement is a contract that gives investors the option to have their ownership stakes officially registered with the government, making it easier to sell their shares later. This agreement matters because it provides investors with a clearer path to cash out their investments if they choose, offering more liquidity and confidence in their ability to sell their holdings when desired.
audit committee financial expert financial
"Sean Michael Deegan qualifies as an “audit committee financial expert” as that term is defined in Item 407(d)(5)"
A person on a company’s board who has deep knowledge of accounting, financial reporting and auditing, able to understand and question the books, controls and audit work like a trained mechanic inspecting an engine. Investors care because that expertise helps spot errors, weaknesses or misleading statements early, improving the likelihood that financial reports are accurate and reducing the risk of surprises that can hurt a company’s value.
See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google
Add on Google
false --02-28 0002121703 0002121703 2026-05-29 2026-05-29 0002121703 cik0002121703:UnitsEachConsistingOfOneOrdinaryShareAndOnehalfOfOneWarrantMember 2026-05-29 2026-05-29 0002121703 cik0002121703:OrdinaryShares0.0001ParValueMember 2026-05-29 2026-05-29 0002121703 cik0002121703:WarrantsEachExercisableForOneOrdinaryShareAtExercisePriceOf11.50PerShareMember 2026-05-29 2026-05-29 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

 

Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): May 29, 2026

 

FortuneX Acquisition Corporation

(Exact name of registrant as specified in its charter)

 

Cayman Islands   001-43307   N/A
(State or other jurisdiction
of incorporation)
  (Commission
File Number)
  (IRS Employer
Identification No.)

 

1185 Avenue of the Americas, 3rd Fl.

New York, NY

  10036
(Address of principal executive offices)   (Zip Code)

 

Registrant’s telephone number, including area code: Telephone: (212) 612-1400

 

Not Applicable

(Former name or former address, if changed since last report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation to 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 exchange on which registered
Units, each consisting of one ordinary share, and one-half of one warrant   FXACU   Nasdaq Stock Market LLC
Ordinary Shares, $0.0001 par value   FXAC   Nasdaq Stock Market LLC
Warrants, each exercisable for one ordinary share at an exercise price of $11.50 per share   FXACW   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 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

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.

 

On May 26, 2026, FortuneX Acquisition Corp. (the “Company”) consummated its initial public offering (the “IPO”) of 7,500,000 units (the “Units”). Each Unit consists of one ordinary share of the Company, par value $0.0001 per share (the “Ordinary Shares”), and one-half of one redeemable warrant, with each whole warrant entitling the holder thereof to purchase one Ordinary Share of the Company at an exercise price of $11.50 per share, subject to adjustment. The Units were sold at an offering price of $10.00 per Unit, generating total gross proceeds of $75,000,000. The underwriters were granted a 45-day option from the date of the prospectus to purchase up to an additional 1,125,000 Units to cover over-allotments, which they exercised in full on May 28, 2026, bringing the total Units sold to 8,625,000 resulting in aggregate gross proceeds of $86,250,000.

 

Polaris Advisory Partners, a division of Kingswood Capital Partners LLC, acted as the sole book-running manager in connection with the offering pursuant to the Underwriting Agreement dated May 21, 2026.

 

In connection therewith and the closing of the IPO, the Company entered into the following agreements, the forms of which were previously filed as exhibits to the Company’s registration statement on Form S-1, as amended (File No. 333-295053), originally filed with the U.S. Securities and Exchange Commission on April 15, 2025 and declared effective on May 19, 2026 (the “Registration Statement”):

 

  Underwriting Agreement, dated May 21, 2026, by and between the Company and Polaris Advisory Partners, a division of Kingswood Capital Partners LLC, as sole book-running manager for the offering, a copy of which is filed as Exhibit 1.1 hereto and incorporated herein by reference;
     
  Warrants Agreement, dated May 21, 2026, by and between the Company and Continental Stock Transfer & Trust Company, as rights agent, a copy of which is filed as Exhibit 4.1 hereto and incorporated herein by reference;
     
  Letter Agreement, dated May 21, 2026, by and among the Company, its officers and directors, and FortuneX Investment Partners Limited (the “Sponsor”), a copy of which is filed as Exhibit 10.1 hereto and incorporated herein by reference;
     
  Investment Management Trust Agreement, dated May 22, 2026, by and between the Company and Continental Stock Transfer & Trust Company, as trustee, a copy of which is filed as Exhibit 10.2 hereto and incorporated herein by reference;
     
  Registration Rights Agreement, dated May 21, 2026, by and between the Company and the Sponsor, a copy of which is filed as Exhibit 10.3 hereto and incorporated herein by reference;
     
  Private Placement Unit Subscription Agreement, dated May 21, 2026, by and between the Company and the Sponsor, a copy of which is filed as Exhibit 10.6 hereto and incorporated herein by reference; and
     
  Administrative Services Agreement, dated February 28, 2026, by and between the Company and the Sponsor, a copy of which is filed as Exhibit 10.7 hereto and incorporated herein by reference;
     
  Share Escrow Agreement, dated as of May 26, 2026, by and among FortuneX Acquisition Corporation, FortuneX Investment Partners Limited, the shareholders party thereto and Continental Stock Transfer & Trust Company, as Escrow Agent, pursuant to which the Founder Shares were deposited into escrow, a copy of which is filed as Exhibit 10.8 hereto and incorporated herein by reference.
     
  Indemnification Agreements, each dated May 21, 2026, by and between the Company and each of its directors and officers, including Daniel M. McCabe, Becky Fallon, Sean Michael Deegan, and Robert Labbe, copies of which are filed as Exhibits 10.9, 10.10, 10.11 and 10.12 hereto and incorporated herein by reference.

 

1

 

 

Item 3.02 Unregistered Sales of Equity Securities.

 

Simultaneously with the consummation of the IPO, the Company consummated a private placement (the “Private Placement”) with the Sponsor for 260,000 Units (the “Private Units”) at a price of $10.00 per Private Unit, generating aggregate gross proceeds of $2,600,000. The Private Units are identical to the Units sold in the IPO, except that the Private Units are subject to certain transfer restrictions and registration rights as described in the Registration Statement. No underwriting discounts or commissions were paid with respect to such sale.

 

The issuance of the Private Units was made pursuant to the exemption from registration provided by Section 4(a)(2) of the Securities Act of 1933, as amended.

 

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

 

Effective May 19, 2026, in connection with the effectiveness of the Company’s Registration Statement, Becky Fallon, Sean Michael Deegan, and Robert Labbe became members of the board of directors (the “Board”) of the Company.

 

The Board has determined that each of Becky Fallon, Sean Michael Deegan, and Robert Labbe qualify as an independent director under the applicable listing standards of the Nasdaq Global Market (“Nasdaq”) and under the rules and regulations of the Securities and Exchange Commission under the Securities Exchange Act of 1934, as amended (the “Exchange Act”).

 

Becky Fallon, Sean Michael Deegan, and Robert Labbe serve as members of the Company’s audit committee, corporate governance and nominating committee and compensation committee. Sean Michael Deegan serves as chairperson of the audit committee, Daniel M. McCabe serves as chairperson of the corporate governance and nominating committee, and Becky Fallon serves as chairperson of the compensation committee. Sean Michael Deegan qualifies as an “audit committee financial expert” as that term is defined in Item 407(d)(5) of Regulation S-K under the Exchange Act.

 

The directors will be reimbursed for any out-of-pocket expenses incurred in connection with activities on the Company’s behalf such as identifying potential target businesses and performing due diligence on suitable business combinations.

 

Other than the foregoing, none of the directors is party to any arrangement or understanding with any person pursuant to which they were appointed as directors, nor is any director party to any transaction required to be disclosed under Item 404(a) of Regulation S-K involving the Company.

 

Item 5.03 Amendments to Articles of Incorporation or Bylaws.

 

On May 19, 2026, the Company adopted its Amended and Restated Memorandum and Articles of Association, which became effective upon the effectiveness of the Company’s Registration Statement.

 

A copy of the Amended and Restated Memorandum and Articles of Association is filed as Exhibit 3.1 to this Current Report on Form 8-K and is incorporated herein by reference.

 

2

 

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits. The following exhibits are filed with this Form 8-K:

 

Exhibit No.   Description
1.1   Underwriting Agreement, dated May 21, 2026, by and between the Company and Polaris Advisory Partners, a division of Kingswood Capital Partners LLC, as sole book-running manager for the offering.
     
3.1   Amended and Restated Memorandum and Articles of Association
     
4.4   Warrants Agreement, dated May 21, 2026, by and between the Company and Continental Stock Transfer & Trust Company
     
10.1   Letter Agreement, dated May 21, 2026, by and among the Company, its officers and directors, and FortuneX Investment Partners Limited.
     
10.2   Investment Management Trust Agreement, dated May 22, 2026, by and between the Company and Continental Stock Transfer & Trust Company
     
10.3   Registration Rights Agreement, dated May 21, 2026, by and between the Company and Equinox Capital Solutions Limited
     
10.6   Private Placement Units Purchase Agreement, dated May 21, 2026, by and between the Company and the Sponsor
     
10.7   Administrative Services Agreement, dated February 28, 2026, by and between the Company and the Sponsor
     
10.8   Share Escrow Agreement, dated as of May 26, 2026, by and among FortuneX Acquisition Corporation, FortuneX Investment Partners Limited, the shareholders party thereto and Continental Stock Transfer & Trust Company, as Escrow Agent.
     
10.9   Indemnification Agreement, dated May 21, 2026, by and between FortuneX Acquisition Corporation and Daniel M. McCabe.
     
10.10   Indemnification Agreement, dated May 21, 2026, by and between FortuneX Acquisition Corporation and Becky Fallon.
     
10.11   Indemnification Agreement, dated May 21, 2026, by and between FortuneX Acquisition Corporation and Sean Michael Deegan.
     
10.12   Indemnification Agreement, dated May 21, 2026, by and between FortuneX Acquisition Corporation and Robert Labbe.
     
99.1   Press Release Announcing Pricing of IPO
     
99.2   Press Release Announcing Closing of IPO
     
99.3  

Press Release Announcing Exercise of Over-Allotment Option

     
104   Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

3

 

 

SIGNATURE

 

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.

 

  FortuneX Acquisition Corporation
     
Date: May 29, 2026 By: /s/ Daniel M. McCabe
  Name: Daniel M. McCabe
  Title:

Chief Executive Officer and Chairman

(Principal Executive Officer, Principal Accounting Officer, and Principal Financial Officer)

 

4

 

Exhibit 99.1

 

NEW YORK, May 20, 2026 (GLOBE NEWSWIRE) – FortuneX Acquisition Corporation, a blank check company incorporated in the Cayman Islands as an exempted company (the “Company”), today announced the pricing of its initial public offering (“IPO”) of 7,500,000 units at an offering price of $10.00 per unit, with each unit consisting of one ordinary share and one-half of one redeemable warrant. Each whole warrant entitles the holder thereof to purchase one ordinary share at a price of $11.50 per share, subject to adjustments. The units are expected to trade on The Nasdaq Global Market (“Nasdaq”) under the ticker symbol “FXACU” beginning May 21, 2026. The Company expects the IPO to close on May 22, 2026, subject to customary closing conditions. Once the securities comprising the units begin separate trading, the ordinary shares and the warrants are expected to be traded on Nasdaq under the symbols “FXAC” and “FXACW,” respectively.

 

Polaris Advisory Partners, a division of Kingswood Capital Partners LLC, is acting as the sole book-running manager for the offering.

 

The Company has granted the underwriters a 45-day option to purchase up to 1,125,000 additional units at the initial public offering price, less underwriting discounts and commissions, to cover over-allotments, if any.

 

Celine and Partners, P.L.L.C. is serving as US legal counsel to the Company and O’Melveny & Meyers LLP is serving as legal counsel to Polaris, a division of Kingswood Capital Partners LLC, in the offering.

 

A registration statement on Form S-1 relating to the securities (File No. 333-295053) was previously filed with the Securities and Exchange Commission (“SEC”) and was declared effective on May 19, 2026 pursuant to Section 8(a) of the Securities Act of 1933, as amended. This offering is being made only by means of a prospectus forming part of the effective registration statement. Copies of the final prospectus, when available, may be obtained on the SEC’s website at http://www.sec.gov. Copies of the prospectus may be obtained, when available, by contacting Kingswood Capital Partners, LLC, 126 East 56th Street, Suite 22S, New York, NY 10022, or by calling 212-487-1080 or emailing Syndicate@kingswoodUS.com.

 

This press release shall not constitute an offer to sell or a solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any state or other jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state or other jurisdiction.

 

 

Contact: admin@fortunexacq.com

 

 

 

Exhibit 99.2

 

New York, New York, May 26, 2026 — FortuneX Acquisition Corp (Nasdaq: FXACU, the “Company”) announced today that it closed its initial public offering (“IPO”) of 7,500,000 units at an offering price of $10.00 per unit. The underwriters have a 45-day option from the date of the prospectus to purchase up to an additional 1,125,000 units from the Company at the IPO price to cover over-allotments, if any.

 

Each unit consisting of one ordinary share and one-half of one redeemable warrant. Each whole warrant entitles the holder thereof to purchase one ordinary share at a price of $11.50 per share, subject to adjustment. The units are listed on The Nasdaq Global Market (“Nasdaq”) and began trading under the ticker symbol “FXACU” on May 22, 2026. Once the securities comprising the units begin separate trading, the ordinary share and warrants are expected to be listed on Nasdaq under the symbols “FXAC” and “FXACW,” respectively.

 

Polaris Advisory Partners, a division of Kingswood Capital Partners LLC, served as the sole book-running manager for the offering.

 

Celine and Partners, P.L.L.C. served as legal counsel to the Company. O’Melveny & Meyers LLP served as legal counsel to Polaris Advisory Partners LLC. FortuneX Investment Partners Limited is the sponsor of the Company.

 

A registration statement on Form S-1 relating to the securities (File No. 333-295053) was previously filed with the Securities and Exchange Commission (“SEC”) and was declared effective by the SEC on May 19, 2026. This offering was made only by means of a prospectus forming part of the effective registration statement. Copies of the prospectus may be obtained on the SEC’s website at http://www.sec.gov. Copies of the prospectus may be obtained, when available, by contacting Kingswood Capital Partners, LLC, 126 East 56th Street, Suite 22S, New York, NY 10022, or by calling 212-487-1080 or emailing Syndicate@kingswoodUS.com.

 

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 FortuneX Acquisition Corporation

 

The Company is a blank check company incorporated in the Cayman Islands as an exempted company with limited liability for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, recapitalization, reorganization or similar business combination with one or more businesses or entities. While the Company intends to conduct a global search for potential targets without geographic limitations, its management team has experience investing in and building businesses across the Asia-Pacific region and possesses a strong understanding of the region’s business environment, regulatory landscape and culture. The Company will not pursue an initial business combination with any entity based in, or having the majority of its operations in, Greater China. The Company is led by Mr. Daniel M. McCabe, the Company’s Chairman, Chief Executive Officer and Chief Financial Officer.

 

Forward-Looking Statements

 

This press release contains statements that constitute “forward-looking statements,” including with respect to the 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 the Company, including those set forth in the Risk Factors section of the Company’s registration statement and preliminary prospectus for the IPO filed with the SEC. Copies are available on the SEC’s website, www.sec.gov. The Company undertakes no obligation to update these statements for revisions or changes after the date of this release, except as required by law.

 

Contact:

 

Yuya Orime

Senior Vice President

Polaris Advisory Partners

(650) 690-1751

 

   

 

 

Exhibit 99.3

 

PRESS RELEASE

 

FORTUNEX ACQUISITION CORPORATION ANNOUNCES EXERCISE OF

OVER-ALLOTMENT OPTION

 

New York, NY, May 28, 2026 — FortuneX Acquisition Corporation (Nasdaq: FXACU or the “Company”) today announced that the underwriters of its recently announced initial public offering exercised their over-allotment option to purchase an additional 1,125,000 units at the public offering price of $10.00 per unit, bringing the total units sold to 8,625,000. The closing of the over-allotment option is expected to occur on May 28, 2026, subject to the satisfaction of customary closing conditions.

 

Each unit consists of one ordinary share and one-half of one redeemable warrant. Each whole warrant entitles the holder thereof to purchase one ordinary share at a price of $11.50 per share, subject to adjustments. The units are listed on the Nasdaq Global Market and began trading under the ticker symbol “FXACU” on May 22, 2026. Once the securities comprising the units begin separate trading, the ordinary share and rights are expected to be listed on Nasdaq under the symbols “FXAC” and “FXACR,” respectively

 

Polaris Advisory Partners, a division of Kingswood Capital Partners LLC, served as the sole book-running manager for the offering.

 

Celine and Partners, P.L.L.C. served as legal counsel to the Company. O’Melveny & Myers LLP served as legal counsel to Polaris Advisory Partners LLC. FortuneX Investment Partners Limited is the Sponsor of the Company.

 

A registration statement on Form S-1 relating to the securities (File No. 333-295053) was previously filed with the Securities and Exchange Commission (“SEC”) and was declared effective on May 19, 2026 pursuant to Section 8(a) of the Securities Act of 1933, as amended. This offering is being made only by means of a prospectus forming part of the effective registration statement. Copies of the final prospectus, when available, may be obtained on the SEC’s website at http://www.sec.gov. Copies of the prospectus may be obtained, when available, by contacting Kingswood Capital Partners, LLC, 126 East 56th Street, Suite 22S, New York, NY 10022, or by calling 212-487-1080 or emailing Syndicate@kingswoodUS.com. 

 

This press release does not constitute an offer to sell or a solicitation of an offer to buy the securities described herein, nor shall there be any offer, solicitation or sale of these securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful. The offering may be made only by means of the prospectus relating to the offering.

 

   

 

 

About FortuneX Acquisition Corporation

 

The Company is a blank check company incorporated in the Cayman Islands as an exempted company with limited liability for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, recapitalization, reorganization or similar business combination with one or more businesses or entities. While the Company intends to conduct a global search for potential targets without geographic limitations, its management team has experience investing in and building businesses across the Asia-Pacific region and possesses a strong understanding of the region’s business environment, regulatory landscape and culture. The Company will not pursue an initial business combination with any entity based in, or having the majority of its operations in, Greater China. The Company is led by Mr. Daniel M. McCabe, the Company’s Chairman, Chief Executive Officer and Chief Financial Officer.

 

Forward-Looking Statements

 

This press release contains statements that constitute “forward-looking statements,” including with respect to the 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 the Company, including those set forth in the Risk Factors section of the Company’s registration statement and preliminary prospectus for the IPO filed with the SEC. Copies are available on the SEC’s website, www.sec.gov. The Company undertakes no obligation to update these statements for revisions or changes after the date of this release, except as required by law.

 

Contact:

 

Daniel M. McCabe

Chief Executive Officer

FortuneX Acquisition Corporation

(212) 612-1400

 

   

FAQ

What did FortuneX Acquisition Corporation (FXACU) raise in its IPO?

FortuneX Acquisition Corporation raised gross proceeds of $86,250,000 by selling 8,625,000 units at $10.00 per unit, including full exercise of the 1,125,000-unit over-allotment option. Each unit includes one ordinary share and one-half of a redeemable warrant.

What securities are included in FortuneX Acquisition Corporation (FXACU) units?

Each FortuneX unit consists of one ordinary share and one-half of a redeemable warrant. Every whole warrant allows the holder to purchase one ordinary share at an exercise price of $11.50 per share, subject to adjustment, providing potential additional equity financing later.

What is the sponsor private placement disclosed by FortuneX Acquisition Corporation (FXACU)?

The sponsor bought 260,000 private placement units at $10.00 each, generating $2,600,000 in gross proceeds. These units are identical to IPO units but carry transfer restrictions and registration rights, and no underwriting discounts or commissions were paid on this sale.

On which exchange do FortuneX Acquisition Corporation (FXACU) securities trade?

FortuneX units trade on the Nasdaq Global Market under ticker FXACU. Once the components separate, the ordinary shares are expected to trade under FXAC and the warrants under FXACW, giving investors flexibility to trade equity and warrants independently.

What is the purpose of FortuneX Acquisition Corporation (FXACU) as described in the filing?

FortuneX is a blank check company formed to complete a business combination such as a merger or share exchange. It plans a global search but focuses on opportunities aligned with its Asia-Pacific experience and will not pursue targets based in, or mainly operating in, Greater China.

What governance steps did FortuneX Acquisition Corporation (FXACU) take with its IPO?

FortuneX appointed three independent directors and established key board committees, including audit, compensation, and governance committees. It also adopted amended and restated charter documents and entered indemnification, escrow, trust, and registration rights agreements standard for SPAC structures.

Filing Exhibits & Attachments

21 documents