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Thursday, November 5, 2026

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Newbury Street II $NTWO, the SPAC taking robot-safety maker FORT Robotics public, just lost 82% of the cash in its trust to redemptions at its October 28 extension vote, before the merger filing (S-4) is even public! Holders of 14.2M of its 17.25M public shares cashed out at $10.85/share, or $154.3M, leaving 3.05M shares and ~$33M in the trust. The vote also pushed $NTWO's deadline to close the FORT merger from November 4 to February 4, 2027. $NTWO's PIPE (a private placement that funds at the merger close) is now bigger than the trust, at $41.25M after Tiger Global, a FORT investor since 2022, added $10M on October 21. Tiger is also leading a ~$10M round with Mark Cuban Companies that goes straight into FORT, outside the SPAC. On today's commitments, the trust and the PIPE add up to ~$74M at most before fees, vs. the $200.8M of trust and PIPE money the August 2026 investor deck assumed with no redemptions. PIPE investors can also meet their commitments by not redeeming shares they already hold, so cash at close could come in below ~$74M even with no more redemptions. In my September 16 deep dive, I called this vote's redemption rate the first read on how much of the trust reaches FORT, and the trust is down from $185.1M (as of June 30) to ~$33M. So I read the deal as turning into a private round with a Nasdaq listing attached, since the PIPE now brings in most of the cash. PIPE investors get in at ~$7/share once the free shares from the SPAC's sponsor and FORT are counted, vs. $10.85 for the holders who just redeemed. How much of the ~$33M do you think is still there after the merger vote? I'd rather see three numbers in the S-4 before the merger vote: 1) Revenue: FORT's audited 2025 revenue and its 2026 revenue through at least Q2. 2) New money: How much of the $41.25M PIPE is fresh cash rather than shares already in the trust. 3) Fees: How much of the deck's $19.0M of deal costs remains, against ~$74M of cash at most.

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Research Note

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