Dec 3, 8:00 AM ET
FACT II Acquisition agrees to merge with Precision Aerospace & Defense Group
FACT II Acquisition Corp., a special purpose acquisition company, signed a Business Combination Agreement on November 26, 2025, with Precision Aerospace & Defense Group, Inc. (PAD). The deal would move FACT to Delaware and merge a PAD subsidiary into PAD, leaving PAD as a wholly owned subsidiary of FACT, subject to shareholder and regulatory approvals. Shareholders will vote on the deal after a Form S-4 registration statement is prepared and declared effective.
- Agreement dated November 26, 2025; FACT will domesticate as a Delaware corporation before closing.
- PAD common stock converts into FACT common stock based on 12,388,291 divided by the number of PAD shares outstanding at closing.
- PAD Series A through D preferred holders receive $5.00 cash per share plus additional FACT common stock under stated formulas.
- Closing requires FACT shareholder approval, PAD stockholder approval, an effective S-4, and expiry of Hart-Scott-Rodino waiting periods, among other conditions.