FG Merger II Corp.
Business
FG Merger II Corp. is a blank check company formed to effect a merger, share exchange, asset acquisition, stock purchase, recapitalization, reorganization or other similar business combination with one or more businesses. It offers units in an initial public offering, private units, founder shares and warrants as its primary securities to finance and consummate a Business Combination. The company operates through a sponsor-backed formation and trust-account structure with management responsible for sourcing and executing target transactions. It targets businesses primarily in the financial services industry in North America and intends to list its units on Nasdaq and solicit public and private investors through registered offerings and private placements.
Summary from filing dated 2025-02-21
Financials
Consolidated Statement of Income
| Concept | Trend | FY 2025 2025-12-31 | FY 2024 2024-12-31 |
|---|---|---|---|
| General and administrative expenses | 972,161 | 25,850 | |
| Loss from operations | −972,161 | −25,850 | |
| Investment income on trust account | 3 | — | |
| Income before taxes | 2 | — | |
| Income tax expense | 637,747 | — | |
| Net income (loss) | 1 | −25,850 |
Consolidated Balance Sheet
| Concept | Trend | FY 2025 2025-12-31 | FY 2024 2024-12-31 | FY 2023 2023-12-31 | FY 2023 2023-09-30 |
|---|---|---|---|---|---|
| Cash | 486,900 | 46,285 | 56,248 | — | |
| Prepaid expense | 97,547 | — | — | — | |
| Deferred offering cost | — | 122,750 | 114,670 | — | |
| Total current assets | 584,447 | 169,035 | — | — | |
| Cash held in trust account | 82 | — | — | — | |
| TOTAL ASSETS | 83 | 169,035 | 170,918 | — | |
| Accounts payable | 57,171 | 25,728 | 1,761 | — | |
| Accrued offering cost | — | 20,939 | 20,939 | — | |
| Tax liability | 137,747 | — | — | — | |
| Promissory note | — | 125,000 | 125,000 | — | |
| TOTAL LIABILITIES | 194,918 | 171,667 | 147,700 | — | |
| COMMITMENTS AND CONTINGENCIES | — | — | — | — | |
| Additional paid in capital | — | 26,436 | 24,784 | — | |
| Accumulated deficit | 389,270 | −29,298 | −1,782 | — | |
| Total Stockholders' Equity | 389,529 | −2,632 | 23,218 | 0 | |
| TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | 83 | 169,035 | 170,918 | — |
Consolidated Statement of Cash Flows
| Concept | Trend | FY 2025 2025-12-31 | FY 2024 2024-12-31 |
|---|---|---|---|
| Net income (loss) | 1 | −25,850 | |
| Deferred offering cost | −20,939 | −8,080 | |
| Accounts payable | 31,443 | 23,967 | |
| Prepaid expenses | −97,547 | — | |
| Tax liability | 137,747 | — | |
| Interest expense | 6,671 | — | |
| Net cash used in operating activities | 1 | −9,963 | |
| Investment in trust account | −82 | — | |
| Net cash used in investing activities | −82 | — | |
| Proceeds from promissory note | 417,000 | — | |
| Repayment of promissory note | −548,671 | — | |
| Proceeds from sale of 8,000,000 units at $10 per unit in IPO net of offering cost paid at closing | 79 | — | |
| Proceeds from sale of 248,300 units to Sponsor in private placement | 2 | — | |
| Proceeds from sale of 40,000 units to underwriters in private placement | 100 | — | |
| Proceeds from sale of 1,000,000 $15 strike warrants in private placement | 100,000 | — | |
| Net cash provided by Financing activities | 81 | — | |
| Net increase in cash | 440,615 | −9,963 | |
| Offering cost | 1 | 122,750 |