Cap Table Teardown #4: Agility Robotics, when a SPAC's trust walks out the door

Summary. Agility Robotics, maker of the Digit humanoid robot, agreed in June 2026 to go public by merging with Churchill Capital Corp XI, a Nasdaq-listed special purpose acquisition company (SPAC). The deal set a $2.5 billion pre-money equity value and projected more than $620 million of gross proceeds, but only if no SPAC shareholder asked for their money back. After the redemption deadline, the companies said they expect about $465 million. Roughly $164 million is left in a trust that held about $424 million at the record date. This teardown follows the cash from the trust to the PIPE to the cap table, using the companies' releases and SEC filings only.

Why Agility. Teardown #1 (Anthropic) covered staged mega-rounds with strategic cloud investors. #2 (OpenAI) covered a capped-profit structure turning into conventional equity. #3 (Inflection) showed value leaving a company through a talent hire and an IP license. Agility shows a fourth path: a public listing where the headline valuation is negotiated privately, but the cash depends on thousands of public holders who each hold a put option at trust value. Every number students need is in SEC filings, so the case can be taught from primaries alone.

Sourcing rule: every figure below comes from Agility, Churchill XI, their SEC filings, or SEC rule text. Arithmetic is ours and labeled. Company claims about orders are labeled company-reported. Churchill XI's shareholder meeting was scheduled for 9:00 AM ET on Nov 2, 2026. As of late morning Nov 2 (about 10:45 AM ET), neither company had announced the result: the latest Form 8-K on EDGAR was the Oct 30 filing (Churchill XI 8-K filings on EDGAR), and the companies' newsroom showed only the Oct 30 release. Until a results filing appears, all post-vote facts are expected, not closed.