SEC Declares Effective S-4 for Agility and Churchill Capital Corp XI Merger

On October 13, 2026, the U.S. Securities and Exchange Commission (SEC) declared effective the registration statement on Form S-4 filed by Churchill Capital Corp XI (CCXI) and Agility Robotics, Inc. regarding their previously announced business combination. The filing, originally submitted on September 4, 2026, includes a definitive proxy statement and prospectus detailing the proposed merger.

Churchill Capital Corp XI and Agility Robotics entered into an Agreement and Plan of Merger on June 24, 2026. Under the terms of the agreement, Agility will merge with a wholly-owned subsidiary of Churchill. The proposed transaction is expected to provide more than $620 million in gross proceeds. This includes approximately $424 million in cash held in Churchill’s trust account (assuming no redemptions by shareholders) and approximately $200 million from a common stock private investment in public equity (PIPE) led by Foxconn, with participation from other institutional investors.

Churchill has scheduled an extraordinary general meeting of shareholders for November 2, 2026, at 9:00 a.m. Eastern Time. The meeting will be held at the offices of Willkie Farr & Gallagher LLP in New York and via a virtual meeting. Shareholders of record as of September 14, 2026, will vote on the transaction.

Agility Robotics develops humanoid robotics and physical AI systems, including the Digit robot. The company reports that its earlier generations of Digit have accumulated over 65,000 hours of real-world operation. Agility recently unveiled Digit 5, which is designed for cooperative safety, and announced a partnership with NVIDIA as the launch partner for NVIDIA Halos. The company also operates RoboFab, a facility designed to produce up to 10,000 robots annually.

Upon closing, the combined company is expected to operate under the name Agility and list its common stock on the Nasdaq Stock Market under the ticker symbol AGLT. The business combination remains subject to approval by Churchill shareholders and other customary closing conditions, with an expected close in November 2026.