FGMC enters forward purchase agreement for up to 3M shares; related party novation to FGCP

FG Merger II Corp.

Forward Purchase Agreement with Atsion for up to 3,000,000 shares at initial $10 reference price; prepayment from trust account.
Novation of half the agreement to FG Capital Partners (affiliated with FGMC officers/directors) for related party treatment.
Settlement adjustment of $0.80/share; seller waives redemption rights during the term.
Counterparty may reduce reference price once per 21-day period; valuation date 90 days post-closing with two 90-day extensions.
Counterparty to pay $40k legal fees and $0.10/share brokerage via Fee Shares reduction.

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