Fort Robotics and Newbury Street II Acquisition Corp. have confidentially submitted a draft registration statement on Form S-4 to the U.S. Securities and Exchange Commission.
The SEC filing puts Fort another step toward becoming a publicly traded physical AI safety company as part of the companies’ previously announced business combination that according to Fort values it at about $556.6 million in enterprise value and $500 million in pre-money equity value. If completed, the combined company will be named Fort Robotics Holdings and is expected to trade on Nasdaq under the ticker FROB. According to Fort, the transaction is expected to close in the fourth quarter of 2026 or first quarter of 2027, subject to shareholder approval, SEC review, regulatory approvals and other closing conditions.
The business combination is expected to provide about $201 million in gross proceeds, assuming no redemptions by Newbury Street II shareholders. That includes about $31 million in committed common equity from PIPE and non-redemption agreement investments. Fort said it plans to use proceeds to accelerate product development, expand sales and channel partnerships, and pursue targeted acquisitions.
Fort reported that revenue grew 62% in 2025 while maintaining a 66% gross margin, and no single customer accounted for more than 9% of revenue during the year.
Philadelphia-based Fort was founded in 2018 and develops safety infrastructure for robots and autonomous machines operating alongside people. Its technology is deployed across more than 19,500 units serving more than 600 customers, including Agility Robotics, DoorDash, Cobot, Zoox, Textron and Google DeepMind.
The company has also expanded its strategic partnership with Agility Robotics around safety systems for Digit 5 and announced a collaboration with Nvidia through the Halos for Robotics ecosystem.
