Key Highlights

  • RFAI shareholders approved the pending Nanyang Biologics Merger by wide margins on August 19, 2026, with about 86% of eligible shares represented at the meeting.
  • The merger, valued at roughly $1.5 billion, would bring Singapore-based drug discovery platform Nanyang Biologics public through a new holding vehicle referred to as PubCo.
  • Nearly 3.96 million shares were preliminarily submitted for Redemption around the vote, a common SPAC dynamic ahead of a merger's completion.
  • Existing RFAI-linked investor The9 has said it expects to hold an estimated 15-16% stake in the combined company post-merger.

RF Acquisition Corp II (NASDAQ:RFAI), a special purpose acquisition company, has cleared a major milestone toward completing its merger with Nanyang Biologics Pte. Ltd., a Singapore-based drug discovery platform.

On August 19, 2026, RFAI shareholders approved the Business combination and related governance and Nasdaq-listing proposals by wide margins, with about 86% of eligible shares represented at the meeting.

The defining catalyst for RFAI remains the Business Combination Agreement it signed on October 2, 2025, with Nanyang Biologics, in a transaction valued at roughly $1.5 billion. Under the structure, RFAI will merge into a new holding vehicle, referred to as PubCo, with Nanyang Biologics becoming a Wholly Owned Subsidiary and each RFAI share converting into one PubCo share.

The Merger Approval

The August 19, 2026 Shareholder vote cleared the path for closing, though the company has not disclosed a firm completion date, and the final cash balance and public float remain uncertain until redemption figures are finalized. Nearly 3.96 million shares were preliminarily submitted for redemption around the vote, a common dynamic for SPACs nearing the completion of a merger.

The deadline for completing a combination had already been extended once, when shareholders in November 2025 approved up to nine monthly extensions that could push the outside date to mid-August 2026.

About Nanyang Biologics

Nanyang Biologics is a Singapore-based drug discovery platform whose planned U.S. listing via this merger would give it access to broader capital markets. Existing RFAI-linked investor The9 has said it expects to hold an estimated 15-16% stake in the combined company post-merger, a sign of insider conviction in the transaction.

The bull case for the deal centers on Nanyang Biologics' drug discovery platform gaining a U.S. listing at a headline valuation near $1.5 billion, giving the business a broader base of investors and potentially easier access to future capital.

Financial Position

As a pre-merger shell company, RFAI's own financial statements are not comparable to an operating business. The company reported quarterly results on August 7, 2026, with Earnings Per Share of $0.01, reflecting interest income earned on trust-account Assets rather than any product revenue.

Most of RFAI's Balance Sheet sits in restricted trust assets earmarked for the deal or for shareholder redemptions, not Working Capital for ongoing operations. Once the Nanyang merger closes, investors will need to evaluate an entirely new set of financials belonging to the combined biotech entity.

What Comes Next

The final closing of the Nanyang Biologics business combination, including confirmation of the actual redemption total and resulting trust and cash balance, is the most immediate milestone. Watch for the formal listing and ticker transition of the combined PubCo entity on Nasdaq, which will determine how existing RFAI holders' shares convert.

Any post-merger financial disclosures from the combined company, its first reported revenue, cash runway, and drug-pipeline updates, will give investors real operating data for the first time.

A Merger Nears Its Finish Line

RFAI's shareholder approval marks a significant step toward completing its merger with Nanyang Biologics, bringing a Singapore-based drug discovery platform to U.S. public markets through a transaction valued at roughly $1.5 billion.

Until the deal formally closes and post-merger financials arrive, RFAI remains a pre-operating shell company whose value depends entirely on the pending transaction's completion and the ultimate performance of the combined biotech entity.