--- schema_version: "secwatch.filing_event.v1" accession: "0001213900-23-017846" form_type: "8-K" ticker: null cik: "0001840161" company_name: "Forest Road Acquisition Corp. II" filed_at: "2023-03-06T23:59:59+00:00" generated_at: "2026-06-18T12:09:09.277262+00:00" event_type: "other_material" sentiment: "negative" materiality_score: 0.85 calibrated_materiality_score: 0.85 confidence: "high" source: SEC EDGAR --- # Forest Road Acquisition Corp. II extends deadline to Dec 2023; ~$310M redeemed, trust drops to $45.4M ## Summary - Stockholders approved extension of business combination deadline from March 12, 2023 to December 12, 2023. - 30,525,396 shares redeemed at ~$10.156 per share, removing ~$310 million from trust account. - Trust account now holds $45.4 million after redemptions. - Company issued up to $500,000 promissory note to sponsor for working capital, no interest, due upon business combination or liquidation. ## SEC filing metadata - accession: 0001213900-23-017846 - form_type: 8-K - cik: 0001840161 - company_name: Forest Road Acquisition Corp. II - filed_at: 2023-03-06T23:59:59+00:00 - event_type: other_material - sentiment: negative - materiality_score: 0.85 - calibrated_materiality_score: 0.85 - confidence: high - sec_items: 1.01, 2.03, 5.03, 5.07, 9.01 - EDGAR index: https://www.sec.gov/Archives/edgar/data/1840161/000121390023017846/0001213900-23-017846-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1840161/000121390023017846/ea174755-8k_forest2.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001213900-23-017846 - JSON: https://secwatch.observer/filing/0001213900-23-017846.json - Plain text: https://secwatch.observer/filing/0001213900-23-017846.txt ## Key facts - Debt Financings Forest Road Acquisition Corp. II incurred loan of up to $500,000 with Forest Road Acquisition Sponsor II LLC at no interest maturing upon the earlier to occur of (i) the date on which the Company consummates its initial business combination and (ii) the date of the liquidation of the Company. - Instrument: loan - Principal: up to $500,000 - Counterparty: Forest Road Acquisition Sponsor II LLC - Rate: no interest - Maturity: upon the earlier to occur of (i) the date on which the Company consummates its initial business combination and (ii) the date of the liquidation of the Company - Event: incurrence source text: On March 3, 2023, Forest Road Acquisition Corp. II (the " Company ") issued a promissory note (the " Note ") in the principal amount of up to $500,000 to Forest Road Acquisition Sponsor II LLC, the Company’s sponsor (the " Sponsor "). evidence_url: https://www.sec.gov/Archives/edgar/data/1840161/000121390023017846/0001213900-23-017846-index.htm - Governance Changes Forest Road Acquisition Corp. II: Amended certificate of incorporation to extend business combination deadline from March 12, 2023 to December 12, 2023 (effective 2023-03-03). - Change: charter amendment - Effective: 2023-03-03 source text: On March 3, 2023, the Company held a special meeting of stockholders (the “ Meeting ”). At the Meeting, the Company’s stockholders approved an amendment to the Company’s Amended and Restated Certificate of Incorporation (the “ Charter Amendment ”) to extend the date by which the Company must consummate its Initial Business Combination from March 12, 2023 to December 12, 2023 (or such earlier date as determined by the board of directors of the Company (the “ Board ”)). evidence_url: https://www.sec.gov/Archives/edgar/data/1840161/000121390023017846/0001213900-23-017846-index.htm - Material Agreements Forest Road Acquisition Corp. II entered into Note with Forest Road Acquisition Sponsor II LLC valued at principal amount of up to $500,000 (effective 2023-03-03). - Action: entry - Agreement: credit facility - Counterparty: Forest Road Acquisition Sponsor II LLC - Value: principal amount of up to $500,000 - Effective: 2023-03-03 source text: On March 3, 2023, Forest Road Acquisition Corp. II (the “ Company ”) issued a promissory note (the “ Note ”) in the principal amount of up to $500,000 to Forest Road Acquisition Sponsor II LLC, the Company’s sponsor (the “ Sponsor ”). evidence_url: https://www.sec.gov/Archives/edgar/data/1840161/000121390023017846/0001213900-23-017846-index.htm - Shareholder Votes Forest Road Acquisition Corp. II shareholders approved Amend the Company's amended and restated certificate of incorporation to extend the date by which the Company has to consummate a business combination from March 12, 2023 to December 12, 2023 at the 2023-03-03 meeting. - Proposal: charter amendment - Outcome: passed - Meeting: 2023-03-03 source text: At the Meeting, the Company’s stockholders approved a proposal to amend the Company’s amended and restated certificate of incorporation to extend the date by which the Company has to consummate a business combination from March 12, 2023 to December 12, 2023 (or such earlier date as determined by the Board) (the “ Extension Amendment Proposal ”). The following is a tabulation of the votes with respect to the Extension Amendment: For Against Abstain Broker Non-Votes 32,237,624 1,641,593 299,600 0 evidence_url: https://www.sec.gov/Archives/edgar/data/1840161/000121390023017846/0001213900-23-017846-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.