Boxabl Inc.

What they do

BOXABL Inc., formerly FG Merger II Corp., is a Nevada-incorporated blank check company that has not commenced operations. It completed an IPO and private placement in January 2025 to fund a future business combination. Management intends to focus on targets in the financial services industry, but has not yet identified one. The company holds IPO proceeds in a trust account and earns interest income only.

Revenue drivers

• Trust account interest income — The sole source of nonoperating income; interest earned on $80.8 million held in trust from IPO and private placement proceeds.
• Business combination — No revenue currently; the company is dependent on completing a merger or acquisition to generate future operating revenue.

Recent performance

For fiscal year 2025, net income was $1.4 million versus a net loss of $25,850 in 2024; operating cash flow was $1.5 million in 2025 versus -$9,963 in 2024. At March 31, 2026, total assets were $83.2 million, total liabilities $363,375, and shareholder equity was negative $-44,933. Cash and equivalents were $243,235. The company has not yet commenced operations and reports no operating revenue.

Strategy

Management intends to complete a business combination with one or more targets having a fair market value of at least 80% of the net assets held in the trust account, per Nasdaq rules. It plans to hold stockholder votes or tender offers to allow redemption of public shares in connection with any deal. The company will only complete a transaction if it acquires a controlling interest sufficient to avoid registration as an investment company. There is no assurance a business combination will be completed.

Risks

• No operating business — The company has no operations or revenue and may fail to find a suitable acquisition target.
• Trust account redemption risk — Public shareholders can redeem their shares upon a business combination, potentially reducing funds available for the deal.
• Investment Company Act risk — The trust account investments could cause the company to be deemed an investment company, forcing liquidation if not structured properly.
• Listing and compliance risk — The company must maintain Nasdaq listing requirements and could face delisting if it fails to complete a business combination within required timeframes.

Outlook

Management expects no operating revenues until after a business combination is completed at the earliest. It continues to search for a target and has signed material agreements in 2026 (July, June, May, April) per 8-K filings, indicating active deal pursuit. The company must meet Nasdaq's 80% fair market value threshold for any target. There is no assurance of completing a transaction.