Physical-AI maker Nemi to go public in $400M SPAC merger
What's the deal? Nemi Corp agreed to merge with blank-cheque firm BHAV Acquisition Corp IIDealroom has a profile for this one. Try Dealroom → in a reverse merger that values Nemi at a $400 million pre-money equity value. The all-stock deal, announced November 5, 2026, carries no earnout and would take Nemi public on Nasdaq under the ticker "NEMI."
What's the endgame? Nemi builds physical AI and runs a manufacturing-as-a-service business. It plans to use deal proceeds to expand factory capacity, acquire manufacturers serving its markets, and advance its robotics toward greater automation.
Why now? Robotics and physical-AI investment is surging, with global robotics startup funding hitting $9.9 billion in the third quarter of 2026 — more than double a year earlier. That tailwind makes Nemi's manufacturing-and-AI pitch timely.
By the numbers: Assuming the full $50 million PIPE and no redemptions by BHAV shareholders, the deal is expected to deliver about $142.5 million in cash at closing, drawn from BHAV's $100 million trust and the PIPE. Nemi reported FY2025 revenue growth of 38% and a 32.5% gross margin in its core business. Open purchase orders topped $14 million as of October 14, 2026.
What could go wrong? The merger is not yet funded or completed, and the PIPE is a target. Nemi's roughly $120 million annualized-revenue goal depends on financing, capacity expansion, and acquisitions not yet committed. Its subsidiary BNC Motors cited conditions raising substantial doubt about its ability to continue as a going concern, though management says its plans address the doubt.
What's next? The boards of both companies unanimously approved the transaction, and BHAV's sponsor agreed to vote for it. Closing is expected in the first quarter of 2027, pending shareholder and regulatory approvals and an effective Form S-4 registration.
The signal: In a SPAC market where high redemptions can sharply cut cash at closing, the PIPE, redemption level, and conversion of customer indications into firm orders will matter more than the headline $400 million valuation.
Read more: marketscreener.com
Image credit: Generated with Gemini
