{"success":true,"data":{"pressRelease":{"id":"157212","rtpr_id":"nBw5hG88ha-20260930","ticker":"NTWO","exchange":"NASDAQ","all_tickers":["NTWO"],"title":"FORT Robotics and Newbury Street II Acquisition Corp Announce Confidential Submission of Draft Registration Statement on Form S-4 in Connection with Proposed Business Combination","author":"Business Wire","published_at":"2026-09-30T20:00:00.228Z","article_body":"FORT Robotics and Newbury Street II Acquisition Corp Announce Confidential\nSubmission of Draft Registration Statement on Form S-4 in Connection with\nProposed Business Combination\n\nSubmission marks a key milestone toward creating the first publicly traded\ncompany dedicated principally to the safe and scalable deployment of physical\nAI\n\nFORT Robotics, Inc. (“FORT” or the “Company”), a safety platform\ndeveloping The Trust Layer for Physical AI, and Newbury Street II Acquisition\nCorp (Nasdaq: NTWO) (“Newbury Street II”), a special purpose acquisition\ncompany, today announced the confidential submission of a draft registration\nstatement on Form S-4 (the “Registration Statement”) to the U.S.\nSecurities and Exchange Commission (“SEC”).\n\nThe submission is a key step towards completing the previously disclosed\nbusiness combination under which FORT will become a publicly traded company\n(the “Business Combination”). Upon the closing of the business\ncombination, the combined company will be named FORT Robotics Holdings, Inc.\nand is expected to list on the Nasdaq Stock Market under the new ticker symbol\n“FROB,” subject to regulatory approvals, creating the first publicly\ntraded company dedicated principally to the safe and scalable deployment of\nphysical AI. The transaction values FORT at an enterprise value of\napproximately $556.6 million (pre-money equity value of $500.0 million).\n\nFORT’s Trust Layer serves as foundational safety infrastructure for robotic\nsystems and is currently deployed across more than 19,500 units to a global\nbase of over 600 customers, including Agility Robotics, DoorDash, Cobot, Zoox,\nTextron, and Google DeepMind. In 2025, FORT grew revenue 62% year-over-year\nwhile maintaining a 66% gross margin, with no single customer representing\nmore than 9% of 2025 revenue. The Company is backed by leading investors\nincluding Tiger Global, Mark Cuban Companies, Prologis Ventures, and Five\nEleven Partners, and recently announced a strategic collaboration with NVIDIA\nas part of the Halos for Robotics ecosystem.\n\nThe proposed Business Combination is expected to provide approximately $201\nmillion in gross proceeds, consisting of cash held in Newbury Street II’s\ntrust account (assuming no redemptions by the public shareholders of Newbury\nStreet II) and committed investments, including approximately $31 million of\ncommitted common equity through PIPE (Private Investment in Public Equity) and\nNon-Redemption Agreement investments from new and existing institutional\ninvestors. The transaction is expected to deliver approximately $182 million\nof net cash to the combined company’s balance sheet, assuming no\nredemptions. FORT intends to use the proceeds from the transaction to\naccelerate product development, scale global go-to-market and channel partner\nefforts, and support targeted, high-synergy tuck-in merger and acquisition\nopportunities.\n\nThe Business Combination is expected to close in the fourth quarter of 2026 or\nthe first quarter of 2027, subject to approval by Newbury Street II\nshareholders, SEC review of the Registration Statement, receipt of any\nrequired regulatory approvals, approval by Nasdaq to list the securities of\nthe combined company, and other customary closing conditions.\n\nAbout FORT\n\nFORT is The Trust Layer for Physical AI, with the charter of making autonomous\nmachines safe, secure, and reliable enough to deploy at scale alongside\nhumans. Partnering with FORT gives robot manufacturers and end users the\nability to certify safety, maximize efficiency, and accelerate time to market\nspeed.\n\nSince its founding in 2018, FORT has become a leading provider of safety\nsolutions across the robotics industry and used across warehousing,\ntransportation, manufacturing, construction, agriculture, mining, energy,\ndefense, and other industries. FORT has secured 25 patents and deployed more\nthan 19,500 units to a global base of over 600 customers including Fortune 500\ncategory leaders. More information at www.fortrobotics.com\n(https://cts.businesswire.com/ct/CT?id=smartlink&url=http%3A%2F%2Fwww.fortrobotics.com&esheet=54613762&newsitemid=20260930237653&lan=en-US&anchor=www.fortrobotics.com&index=1&md5=65eb6fdaa54120b4a6917043e9501a9e)\n\nAbout Newbury Street II Acquisition Corp\n\nNewbury Street II is a blank check company formed for the purpose of effecting\na merger, capital stock exchange, asset acquisition, stock purchase,\nreorganization or similar business combination with one or more businesses.\nNewbury Street II is led by Chief Executive Officer Thomas Bushey, former\nPresident of Ondas (Nasdaq: ONDS), a leading provider of private wireless\nnetworks and autonomous robotics platforms for industrial infrastructure.\n\nAdditional Information and Where to Find It\n\nIn connection with the Business Combination, Newbury Street II and the Company\nhave confidentially submitted a draft Registration Statement on Form S-4 to\nthe SEC and intend to publicly file the Registration Statement with the SEC,\nwhich will include a proxy statement to Newbury Street II shareholders and a\nprospectus for the registration of Newbury Street II’s securities to be\nissued in connection with the Business Combination. This press release does\nnot contain all the information that should be considered concerning the\nBusiness Combination and is not intended to form the basis of any investment\ndecision or any other decision in respect of the Business Combination. Newbury\nStreet II’s shareholders and other interested persons are advised to read\nthe Registration Statement and other documents filed in connection with the\nBusiness Combination, as these materials will contain important information\nabout the Company, Newbury Street II, and the Business Combination.\nShareholders may obtain a copy of the Registration Statement, once available,\nas well as other documents filed by Newbury Street II with the SEC, without\ncharge, at the SEC’s website located at www.sec.gov\n(https://cts.businesswire.com/ct/CT?id=smartlink&url=http%3A%2F%2Fwww.sec.gov&esheet=54613762&newsitemid=20260930237653&lan=en-US&anchor=www.sec.gov&index=2&md5=4d0db60c0e4b55720cbc5547ccbb5e06)\nor by directing a written request to Newbury Street II Acquisition Corp, 121\nHigh Street, Floor 3, Boston, Massachusetts 02110.\n\nBEFORE MAKING ANY VOTING DECISION, INVESTORS AND SECURITY HOLDERS OF NEWBURY\nSTREET II ARE URGED TO READ THE REGISTRATION STATEMENT AND ALL OTHER RELEVANT\nDOCUMENTS FILED OR THAT WILL BE FILED WITH THE SEC IN CONNECTION WITH THE\nBUSINESS COMBINATION AS THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN\nIMPORTANT INFORMATION ABOUT THE BUSINESS COMBINATION.\n\nParticipants in the Solicitation\n\nNewbury Street II, the Company, and their respective directors, executive\nofficers and other members of their management and employees, under SEC rules,\nmay be deemed to be participants in the solicitation of proxies of Newbury\nStreet II’s shareholders in connection with the Business Combination.\nInvestors and security holders may obtain more detailed information regarding\nthe names, affiliations and interests of certain of Newbury Street II’s\nexecutive officers and directors in the solicitation by reading Newbury Street\nII’s filings with the SEC, including the final prospectus of Newbury Street\nII dated as of October 31, 2024 and filed by Newbury Street II with the SEC on\nNovember 1, 2024 (the “IPO Prospectus”). To the extent that holdings of\nNewbury Street II’s securities have changed from the amounts reported in the\nIPO Prospectus, such changes have been or will be reflected on Statements of\nChange in Ownership on Form 4 filed with the SEC. Information concerning the\ninterests of Newbury Street II’s and the Company’s participants in the\nsolicitation, which may, in some cases, be different than those of their\nrespective equity holders generally, will be set forth in the Registration\nStatement relating to the Business Combination when it becomes publicly\navailable.\n\nNo Offer or Solicitation\n\nThis press release does not constitute an offer to sell or a solicitation of\nan offer to buy any securities, or a solicitation of any vote or approval, nor\nshall there be any sale of securities in any state or jurisdiction in which\nsuch offer, solicitation, or sale would be unlawful prior to registration or\nqualification under the securities laws of any such state or jurisdiction. No\noffer of securities shall be made except by means of a prospectus meeting the\nrequirements of the Securities Act of 1933, as amended, or an exemption\ntherefrom.\n\nNEITHER THE SEC NOR ANY STATE SECURITIES REGULATORY AGENCY HAS APPROVED OR\nDISAPPROVED THE BUSINESS COMBINATION DESCRIBED HEREIN, PASSED UPON THE MERITS\nOR FAIRNESS OF THE BUSINESS COMBINATION OR ANY RELATED TRANSACTIONS OR PASSED\nUPON THE ADEQUACY OR ACCURACY OF THE INFORMATION IN THIS PRESS RELEASE. ANY\nREPRESENTATION TO THE CONTRARY CONSTITUTES A CRIMINAL OFFENSE.\n\nForward-Looking Statements\n\nThis press release includes “forward-looking statements” within the\nmeaning of the federal securities laws. Forward-looking statements may be\nidentified by the use of words such as “estimate,” “plan,”\n“project,” “forecast,” “intend,” “will,” “expect,”\n“anticipate,” “believe,” “seek,” “target,” “continue,”\n“could,” “may,” “might,” “possible,” “potential,”\n“predict” or similar expressions that predict or indicate future events or\ntrends or that are not statements of historical matters. The Company and\nNewbury Street II have based these forward-looking statements on current\nexpectations and projections about future events. These statements include:\nprojections of market opportunity and market share; estimates of customer\nadoption rates and usage patterns; projections regarding the Company’s\nability to commercialize new products, technologies and industry use cases;\nprojections of development and commercialization costs and timelines;\nexpectations regarding the Company’s ability to execute its business model\nand the expected financial benefits of such model; expectations regarding the\nCompany’s ability to attract, retain and expand its customer base; the\nCompany’s deployment of proceeds from capital raising transactions; its\nexpectations concerning relationships with strategic partners, suppliers,\ngovernments, state-funded entities, regulatory bodies and other third parties;\nthe Company’s ability to maintain, protect and enhance its intellectual\nproperty; future ventures or investments in companies, products, services or\ntechnologies; development of favorable regulations affecting its markets; the\nsuccessful consummation and potential benefits of the proposed transaction and\nexpectations related to its terms and timing; and the potential for the\nCompany to increase in value.\n\nThese forward-looking statements are provided for illustrative purposes only\nand are not intended to serve as, and must not be relied on as, a guarantee,\nan assurance, a prediction or a definitive statement of fact or probability.\nActual events and circumstances are difficult or impossible to predict and\nwill differ from assumptions, many of which are beyond the control of the\nCompany and Newbury Street II.\n\nThese forward-looking statements are subject to known and unknown risks,\nuncertainties and assumptions that may cause the Company or Newbury Street\nII’s actual results, levels of activity, performance or achievements to be\nmaterially different from any future results, levels of activity, performance\nor achievements expressed or implied by such statements. Such risks and\nuncertainties include: that the Company is pursuing an emerging technology,\nfaces significant technical challenges and may not achieve commercialization\nor market acceptance; the Company’s historical net losses and limited\noperating history; the Company’s expectations regarding future financial\nperformance, capital requirements and unit economics; the Company’s use and\nreporting of business and operational metrics; the Company’s competitive\nlandscape; the Company’s dependence on members of its senior management and\nits ability to attract and retain qualified personnel; the potential need for\nadditional future financing; the Company’s ability to manage growth and\nexpand its operations; potential future acquisitions or investments in\ncompanies, products, services or technologies; the Company’s reliance on\nstrategic partners and other third parties; the Company’s ability to\nmaintain, protect and defend its intellectual property rights; risks\nassociated with privacy, data protection or cybersecurity incidents and\nrelated regulations; the use, rate of adoption and regulation of artificial\nintelligence and machine learning; uncertainty or changes with respect to laws\nand regulations; uncertainty or changes with respect to taxes, trade\nconditions and the macroeconomic environment; the combined company’s ability\nto maintain internal control over financial reporting and operate as a public\ncompany; the possibility that required regulatory approvals for the proposed\ntransaction are delayed or are not obtained, which could adversely affect the\ncombined company or the expected benefits of the proposed transaction; the\nrisk that shareholders of Newbury Street II could elect to have their shares\nredeemed, leaving the combined company with insufficient cash to execute its\nbusiness plans; the occurrence of any event, change or other circumstance that\ncould give rise to the termination of the business combination agreement; the\noutcome of any legal proceedings or government investigations that may be\ncommenced against the Company or Newbury Street II; failure to realize the\nanticipated benefits of the proposed transaction; the ability of Newbury\nStreet II or the combined company to issue equity or equity-linked securities\nin connection with the proposed transaction or in the future; and other\nfactors described in Newbury Street II’s filings with the SEC.\n\nThe foregoing list of factors is not exhaustive. You should carefully consider\nthe foregoing factors and the other risks and uncertainties described in the\n“Risk Factors” section of (i) the IPO Prospectus, (ii) the annual report\non Form 10-K filed by Newbury Street II with the SEC on March 6, 2026, (iii)\nthe Registration Statement referenced above when publicly available and (iv)\nother documents filed by Newbury Street II and the Company from time to time\nwith the SEC. These filings will identify and address other important risks\nand uncertainties that could cause actual events and results to differ\nmaterially from those contained in the forward-looking statements. You should\nnot place undue reliance upon any forward-looking statements, which speak only\nas of the date made. There may be additional risks that neither Newbury Street\nII nor the Company presently knows, or that Newbury Street II and/or the\nCompany currently believe are immaterial, that could cause actual results to\ndiffer from those contained in the forward-looking statements. For these\nreasons, among others, investors and other interested persons are cautioned\nnot to place undue reliance upon any forward-looking statements in this press\nrelease. Past performance by Newbury Street II’s or the Company’s\nmanagement teams and their respective affiliates is not a guarantee of future\nperformance. Therefore, you should not place undue reliance on the historical\nrecord of the performance of Newbury Street II’s or the Company’s\nmanagement teams or businesses associated with them as indicative of future\nperformance of an investment or the returns that Newbury Street II or the\nCompany will, or may, generate going forward. None of the parties nor any of\ntheir representatives gives any assurance that any of Newbury Street II, the\nCompany, or the combined company will achieve its expectations.\n\n\n\nView source version on businesswire.com:\nhttps://www.businesswire.com/news/home/20260930237653/en/\n(https://www.businesswire.com/news/home/20260930237653/en/)\n\nInvestor Contact: investors@fortrobotics.com \n(mailto:investors@fortrobotics.com) \nMedia Contact: Element Public Relations, media@fortrobotics.com\n(mailto:media@fortrobotics.com)\n\n\nCopyright Business Wire 2026","article_body_html":"","raw_payload":{"data":{"id":"nBw5hG88ha-20260930","title":"FORT Robotics and Newbury Street II Acquisition Corp Announce Confidential Submission of Draft Registration Statement on Form S-4 in Connection with Proposed Business Combination","author":"Business Wire","ticker":"NTWO","created":"2026-09-30T20:00:00.228Z","tickers":["NTWO"],"exchange":"NASDAQ","article_body":"FORT Robotics and Newbury Street II Acquisition Corp Announce Confidential\nSubmission of Draft Registration Statement on Form S-4 in Connection with\nProposed Business Combination\n\nSubmission marks a key milestone toward creating the first publicly traded\ncompany dedicated principally to the safe and scalable deployment of physical\nAI\n\nFORT Robotics, Inc. (“FORT” or the “Company”), a safety platform\ndeveloping The Trust Layer for Physical AI, and Newbury Street II Acquisition\nCorp (Nasdaq: NTWO) (“Newbury Street II”), a special purpose acquisition\ncompany, today announced the confidential submission of a draft registration\nstatement on Form S-4 (the “Registration Statement”) to the U.S.\nSecurities and Exchange Commission (“SEC”).\n\nThe submission is a key step towards completing the previously disclosed\nbusiness combination under which FORT will become a publicly traded company\n(the “Business Combination”). Upon the closing of the business\ncombination, the combined company will be named FORT Robotics Holdings, Inc.\nand is expected to list on the Nasdaq Stock Market under the new ticker symbol\n“FROB,” subject to regulatory approvals, creating the first publicly\ntraded company dedicated principally to the safe and scalable deployment of\nphysical AI. The transaction values FORT at an enterprise value of\napproximately $556.6 million (pre-money equity value of $500.0 million).\n\nFORT’s Trust Layer serves as foundational safety infrastructure for robotic\nsystems and is currently deployed across more than 19,500 units to a global\nbase of over 600 customers, including Agility Robotics, DoorDash, Cobot, Zoox,\nTextron, and Google DeepMind. In 2025, FORT grew revenue 62% year-over-year\nwhile maintaining a 66% gross margin, with no single customer representing\nmore than 9% of 2025 revenue. The Company is backed by leading investors\nincluding Tiger Global, Mark Cuban Companies, Prologis Ventures, and Five\nEleven Partners, and recently announced a strategic collaboration with NVIDIA\nas part of the Halos for Robotics ecosystem.\n\nThe proposed Business Combination is expected to provide approximately $201\nmillion in gross proceeds, consisting of cash held in Newbury Street II’s\ntrust account (assuming no redemptions by the public shareholders of Newbury\nStreet II) and committed investments, including approximately $31 million of\ncommitted common equity through PIPE (Private Investment in Public Equity) and\nNon-Redemption Agreement investments from new and existing institutional\ninvestors. The transaction is expected to deliver approximately $182 million\nof net cash to the combined company’s balance sheet, assuming no\nredemptions. FORT intends to use the proceeds from the transaction to\naccelerate product development, scale global go-to-market and channel partner\nefforts, and support targeted, high-synergy tuck-in merger and acquisition\nopportunities.\n\nThe Business Combination is expected to close in the fourth quarter of 2026 or\nthe first quarter of 2027, subject to approval by Newbury Street II\nshareholders, SEC review of the Registration Statement, receipt of any\nrequired regulatory approvals, approval by Nasdaq to list the securities of\nthe combined company, and other customary closing conditions.\n\nAbout FORT\n\nFORT is The Trust Layer for Physical AI, with the charter of making autonomous\nmachines safe, secure, and reliable enough to deploy at scale alongside\nhumans. Partnering with FORT gives robot manufacturers and end users the\nability to certify safety, maximize efficiency, and accelerate time to market\nspeed.\n\nSince its founding in 2018, FORT has become a leading provider of safety\nsolutions across the robotics industry and used across warehousing,\ntransportation, manufacturing, construction, agriculture, mining, energy,\ndefense, and other industries. FORT has secured 25 patents and deployed more\nthan 19,500 units to a global base of over 600 customers including Fortune 500\ncategory leaders. More information at www.fortrobotics.com\n(https://cts.businesswire.com/ct/CT?id=smartlink&url=http%3A%2F%2Fwww.fortrobotics.com&esheet=54613762&newsitemid=20260930237653&lan=en-US&anchor=www.fortrobotics.com&index=1&md5=65eb6fdaa54120b4a6917043e9501a9e)\n\nAbout Newbury Street II Acquisition Corp\n\nNewbury Street II is a blank check company formed for the purpose of effecting\na merger, capital stock exchange, asset acquisition, stock purchase,\nreorganization or similar business combination with one or more businesses.\nNewbury Street II is led by Chief Executive Officer Thomas Bushey, former\nPresident of Ondas (Nasdaq: ONDS), a leading provider of private wireless\nnetworks and autonomous robotics platforms for industrial infrastructure.\n\nAdditional Information and Where to Find It\n\nIn connection with the Business Combination, Newbury Street II and the Company\nhave confidentially submitted a draft Registration Statement on Form S-4 to\nthe SEC and intend to publicly file the Registration Statement with the SEC,\nwhich will include a proxy statement to Newbury Street II shareholders and a\nprospectus for the registration of Newbury Street II’s securities to be\nissued in connection with the Business Combination. This press release does\nnot contain all the information that should be considered concerning the\nBusiness Combination and is not intended to form the basis of any investment\ndecision or any other decision in respect of the Business Combination. Newbury\nStreet II’s shareholders and other interested persons are advised to read\nthe Registration Statement and other documents filed in connection with the\nBusiness Combination, as these materials will contain important information\nabout the Company, Newbury Street II, and the Business Combination.\nShareholders may obtain a copy of the Registration Statement, once available,\nas well as other documents filed by Newbury Street II with the SEC, without\ncharge, at the SEC’s website located at www.sec.gov\n(https://cts.businesswire.com/ct/CT?id=smartlink&url=http%3A%2F%2Fwww.sec.gov&esheet=54613762&newsitemid=20260930237653&lan=en-US&anchor=www.sec.gov&index=2&md5=4d0db60c0e4b55720cbc5547ccbb5e06)\nor by directing a written request to Newbury Street II Acquisition Corp, 121\nHigh Street, Floor 3, Boston, Massachusetts 02110.\n\nBEFORE MAKING ANY VOTING DECISION, INVESTORS AND SECURITY HOLDERS OF NEWBURY\nSTREET II ARE URGED TO READ THE REGISTRATION STATEMENT AND ALL OTHER RELEVANT\nDOCUMENTS FILED OR THAT WILL BE FILED WITH THE SEC IN CONNECTION WITH THE\nBUSINESS COMBINATION AS THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN\nIMPORTANT INFORMATION ABOUT THE BUSINESS COMBINATION.\n\nParticipants in the Solicitation\n\nNewbury Street II, the Company, and their respective directors, executive\nofficers and other members of their management and employees, under SEC rules,\nmay be deemed to be participants in the solicitation of proxies of Newbury\nStreet II’s shareholders in connection with the Business Combination.\nInvestors and security holders may obtain more detailed information regarding\nthe names, affiliations and interests of certain of Newbury Street II’s\nexecutive officers and directors in the solicitation by reading Newbury Street\nII’s filings with the SEC, including the final prospectus of Newbury Street\nII dated as of October 31, 2024 and filed by Newbury Street II with the SEC on\nNovember 1, 2024 (the “IPO Prospectus”). To the extent that holdings of\nNewbury Street II’s securities have changed from the amounts reported in the\nIPO Prospectus, such changes have been or will be reflected on Statements of\nChange in Ownership on Form 4 filed with the SEC. Information concerning the\ninterests of Newbury Street II’s and the Company’s participants in the\nsolicitation, which may, in some cases, be different than those of their\nrespective equity holders generally, will be set forth in the Registration\nStatement relating to the Business Combination when it becomes publicly\navailable.\n\nNo Offer or Solicitation\n\nThis press release does not constitute an offer to sell or a solicitation of\nan offer to buy any securities, or a solicitation of any vote or approval, nor\nshall there be any sale of securities in any state or jurisdiction in which\nsuch offer, solicitation, or sale would be unlawful prior to registration or\nqualification under the securities laws of any such state or jurisdiction. No\noffer of securities shall be made except by means of a prospectus meeting the\nrequirements of the Securities Act of 1933, as amended, or an exemption\ntherefrom.\n\nNEITHER THE SEC NOR ANY STATE SECURITIES REGULATORY AGENCY HAS APPROVED OR\nDISAPPROVED THE BUSINESS COMBINATION DESCRIBED HEREIN, PASSED UPON THE MERITS\nOR FAIRNESS OF THE BUSINESS COMBINATION OR ANY RELATED TRANSACTIONS OR PASSED\nUPON THE ADEQUACY OR ACCURACY OF THE INFORMATION IN THIS PRESS RELEASE. ANY\nREPRESENTATION TO THE CONTRARY CONSTITUTES A CRIMINAL OFFENSE.\n\nForward-Looking Statements\n\nThis press release includes “forward-looking statements” within the\nmeaning of the federal securities laws. Forward-looking statements may be\nidentified by the use of words such as “estimate,” “plan,”\n“project,” “forecast,” “intend,” “will,” “expect,”\n“anticipate,” “believe,” “seek,” “target,” “continue,”\n“could,” “may,” “might,” “possible,” “potential,”\n“predict” or similar expressions that predict or indicate future events or\ntrends or that are not statements of historical matters. The Company and\nNewbury Street II have based these forward-looking statements on current\nexpectations and projections about future events. These statements include:\nprojections of market opportunity and market share; estimates of customer\nadoption rates and usage patterns; projections regarding the Company’s\nability to commercialize new products, technologies and industry use cases;\nprojections of development and commercialization costs and timelines;\nexpectations regarding the Company’s ability to execute its business model\nand the expected financial benefits of such model; expectations regarding the\nCompany’s ability to attract, retain and expand its customer base; the\nCompany’s deployment of proceeds from capital raising transactions; its\nexpectations concerning relationships with strategic partners, suppliers,\ngovernments, state-funded entities, regulatory bodies and other third parties;\nthe Company’s ability to maintain, protect and enhance its intellectual\nproperty; future ventures or investments in companies, products, services or\ntechnologies; development of favorable regulations affecting its markets; the\nsuccessful consummation and potential benefits of the proposed transaction and\nexpectations related to its terms and timing; and the potential for the\nCompany to increase in value.\n\nThese forward-looking statements are provided for illustrative purposes only\nand are not intended to serve as, and must not be relied on as, a guarantee,\nan assurance, a prediction or a definitive statement of fact or probability.\nActual events and circumstances are difficult or impossible to predict and\nwill differ from assumptions, many of which are beyond the control of the\nCompany and Newbury Street II.\n\nThese forward-looking statements are subject to known and unknown risks,\nuncertainties and assumptions that may cause the Company or Newbury Street\nII’s actual results, levels of activity, performance or achievements to be\nmaterially different from any future results, levels of activity, performance\nor achievements expressed or implied by such statements. Such risks and\nuncertainties include: that the Company is pursuing an emerging technology,\nfaces significant technical challenges and may not achieve commercialization\nor market acceptance; the Company’s historical net losses and limited\noperating history; the Company’s expectations regarding future financial\nperformance, capital requirements and unit economics; the Company’s use and\nreporting of business and operational metrics; the Company’s competitive\nlandscape; the Company’s dependence on members of its senior management and\nits ability to attract and retain qualified personnel; the potential need for\nadditional future financing; the Company’s ability to manage growth and\nexpand its operations; potential future acquisitions or investments in\ncompanies, products, services or technologies; the Company’s reliance on\nstrategic partners and other third parties; the Company’s ability to\nmaintain, protect and defend its intellectual property rights; risks\nassociated with privacy, data protection or cybersecurity incidents and\nrelated regulations; the use, rate of adoption and regulation of artificial\nintelligence and machine learning; uncertainty or changes with respect to laws\nand regulations; uncertainty or changes with respect to taxes, trade\nconditions and the macroeconomic environment; the combined company’s ability\nto maintain internal control over financial reporting and operate as a public\ncompany; the possibility that required regulatory approvals for the proposed\ntransaction are delayed or are not obtained, which could adversely affect the\ncombined company or the expected benefits of the proposed transaction; the\nrisk that shareholders of Newbury Street II could elect to have their shares\nredeemed, leaving the combined company with insufficient cash to execute its\nbusiness plans; the occurrence of any event, change or other circumstance that\ncould give rise to the termination of the business combination agreement; the\noutcome of any legal proceedings or government investigations that may be\ncommenced against the Company or Newbury Street II; failure to realize the\nanticipated benefits of the proposed transaction; the ability of Newbury\nStreet II or the combined company to issue equity or equity-linked securities\nin connection with the proposed transaction or in the future; and other\nfactors described in Newbury Street II’s filings with the SEC.\n\nThe foregoing list of factors is not exhaustive. You should carefully consider\nthe foregoing factors and the other risks and uncertainties described in the\n“Risk Factors” section of (i) the IPO Prospectus, (ii) the annual report\non Form 10-K filed by Newbury Street II with the SEC on March 6, 2026, (iii)\nthe Registration Statement referenced above when publicly available and (iv)\nother documents filed by Newbury Street II and the Company from time to time\nwith the SEC. These filings will identify and address other important risks\nand uncertainties that could cause actual events and results to differ\nmaterially from those contained in the forward-looking statements. You should\nnot place undue reliance upon any forward-looking statements, which speak only\nas of the date made. There may be additional risks that neither Newbury Street\nII nor the Company presently knows, or that Newbury Street II and/or the\nCompany currently believe are immaterial, that could cause actual results to\ndiffer from those contained in the forward-looking statements. For these\nreasons, among others, investors and other interested persons are cautioned\nnot to place undue reliance upon any forward-looking statements in this press\nrelease. Past performance by Newbury Street II’s or the Company’s\nmanagement teams and their respective affiliates is not a guarantee of future\nperformance. Therefore, you should not place undue reliance on the historical\nrecord of the performance of Newbury Street II’s or the Company’s\nmanagement teams or businesses associated with them as indicative of future\nperformance of an investment or the returns that Newbury Street II or the\nCompany will, or may, generate going forward. None of the parties nor any of\ntheir representatives gives any assurance that any of Newbury Street II, the\nCompany, or the combined company will achieve its expectations.\n\n\n\nView source version on businesswire.com:\nhttps://www.businesswire.com/news/home/20260930237653/en/\n(https://www.businesswire.com/news/home/20260930237653/en/)\n\nInvestor Contact: investors@fortrobotics.com \n(mailto:investors@fortrobotics.com) \nMedia Contact: Element Public Relations, media@fortrobotics.com\n(mailto:media@fortrobotics.com)\n\n\nCopyright Business Wire 2026"},"type":"article","timestamp":"2026-09-30T20:00:00.349450859Z","server_sent_at_ms":1790798400349},"received_at":"2026-09-30T20:00:00.480Z","source_url":"https://www.businesswire.com/news/home/20260930237653/en/"},"analysis":{"id":"145885","press_release_id":"157212","analysis_json":{"industry":null,"redFlags":["Proceeds figures assume no public shareholder redemptions -- redemption risk could leave combined company undercapitalized","Closing not expected until Q4 2026 or Q1 2027, subject to multiple regulatory and shareholder approvals","FORT is pre-profitability with historical net losses and limited operating history"],"eventType":"m_and_a","narrative":"FORT Robotics and Newbury Street II (Nasdaq: NTWO) confidentially submitted a draft Form S-4 to the SEC for their proposed business combination, a key step toward FORT becoming publicly traded.\n\nUpon closing, the combined company will be named FORT Robotics Holdings, Inc. and list on Nasdaq under ticker FROB, valuing FORT at approximately $556.6 million enterprise value. The deal is expected to deliver roughly $201 million gross proceeds and about $182 million net cash, assuming no redemptions.\n\nFORT reported 62% revenue growth in 2025 at a 66% gross margin, with over 19,500 units deployed to more than 600 customers including DoorDash, Zoox, Textron, and Google DeepMind. Closing is expected in Q4 2026 or Q1 2027, subject to shareholder approval, SEC review, and Nasdaq listing approval.","sentiment":"bullish","agentHooks":{"shouldPost":true,"suggestedAngle":"S-4 filed for FORT Robotics de-SPAC -- first pure-play public safety infrastructure company for physical AI, watch redemption risk into the vote."},"keyFigures":{"dealValueUsd":"$556.6 million enterprise value (pre-money equity value of $500.0 million)","customDimensions":{"net_cash":"$182 million","customers":600,"gross_margin":"66%","gross_proceeds":"$201 million","units_deployed":19500,"fort_revenue_growth_2025":"62%","pipe_non_redemption_commitments":"$31 million"}},"quotedText":"Submission marks a key milestone toward creating the first publicly traded company dedicated principally to the safe and scalable deployment of physical AI","namedEntities":{"people":[{"name":"Thomas Bushey","role":"CEO of Newbury Street II Acquisition Corp"},{"name":"Mark Cuban","role":"investor via Mark Cuban Companies"}],"products":["FORT Trust Layer","Halos for Robotics"],"companies":[{"name":"FORT Robotics, Inc.","relationship":"target (de-SPAC business combination partner)"},{"name":"Newbury Street II Acquisition Corp","ticker":"NTWO","relationship":"SPAC acquirer/filer"},{"name":"NVIDIA","relationship":"strategic collaborator (Halos for Robotics ecosystem)"},{"name":"Tiger Global","relationship":"investor in FORT"},{"name":"DoorDash","relationship":"customer of FORT"},{"name":"Zoox","relationship":"customer of FORT"},{"name":"Textron","relationship":"customer of FORT"},{"name":"Google DeepMind","relationship":"customer of FORT"},{"name":"Agility Robotics","relationship":"customer of FORT"},{"name":"Ondas Holdings","ticker":"ONDS","relationship":"mentioned (CEO's former company)"}],"dollarAmounts":[{"amount":"$556.6 million","context":"FORT enterprise value"},{"amount":"$500.0 million","context":"pre-money equity value"},{"amount":"$201 million","context":"expected gross proceeds"},{"amount":"$182 million","context":"expected net cash to combined company"},{"amount":"$31 million","context":"committed PIPE and non-redemption equity"}]},"materialImpact":{"score":4,"reasoning":"Confidential S-4 submission is a key milestone toward closing the previously announced business combination that takes FORT Robotics public via NTWO at a $556.6M enterprise value. 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The deal is expected to deliver roughly $201 million gross proceeds and about $182 million net cash, assuming no redemptions.\n\nFORT reported 62% revenue growth in 2025 at a 66% gross margin, with over 19,500 units deployed to more than 600 customers including DoorDash, Zoox, Textron, and Google DeepMind. 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