SALEM, Oregon — Agility Robotics, the maker of the two-legged Digit robot, is less than three weeks from a shareholder vote that would put a company built solely around humanoid robots on a U.S. stock exchange, after regulators declared its merger filing with a blank-check firm effective.

The Securities and Exchange Commission declared the joint registration statement of Agility and Churchill Capital Corp XI effective on Oct. 13, the companies said. Churchill XI shareholders vote on Nov. 2. If they approve, the deal is expected to close in November and the combined company will trade on Nasdaq under the ticker AGLT.

The listing would give ordinary investors a direct stake in humanoid robots, which remain in early commercial use. Agility says the deal would create "the only U.S. publicly listed pure-play humanoid company with proven, active commercial deployments." The company lost $140 million last year on sales of $1.8 million, the Motley Fool reported.

The transaction values Agility at $2.5 billion before the new money and is expected to raise more than $620 million. About $424 million would come from Churchill XI's trust account, assuming no shareholders redeem, and about $200 million from a private placement led by Foxconn, the Taiwanese electronics manufacturer.

Digit is built to move totes and bins in warehouses and factories. Earlier versions have logged more than 65,000 hours of real-world operation, the company said. Its customers include the logistics group GXO, the German supplier Schaeffler and Toyota Motor Manufacturing Canada. At GXO's facility in Flowery Branch, near Atlanta, Digit 4 robots have handled more than 100,000 totes, according to Agility.

The new model, Digit 5, was unveiled in September. It stands 1.81 meters tall and can repeatedly lift up to 22.7 kilograms, Robotics & Automation News reported. Agility says its sensors let it steer around, stop or sit down when a person approaches, reducing the need to keep robots physically separated from workers. "Digit 5 is removing a major barrier to scaling humanoid robots in industrial environments," Chief Executive Peggy Johnson said at the time.

On Thursday, Agility named Nyobolt, a battery company based in Cambridge, England, as the partner behind Digit 5's charging system. Agility says the robot is designed to work for 90 minutes and recharge in nine, against a 2-to-1 ratio of work to charging for Digit 4. "For our customers, Digit's uptime is the business case," said Daniel Diez, Agility's chief business officer. The announcement did not disclose battery capacity or cycle-life results, Humanoids Daily reported.

Agility says it holds more than $300 million in committed orders for Digit 5, subject to contractual milestones and product specifications. That figure relates to a single three-year contract for 1,000 robots with a customer the merger filing describes as a related party but does not name, according to a September analysis of the filing by the newsletter Invest Deeptech. The customer would receive 453 warrants for each robot it sources if it takes at least 1,000, and the filing says Agility is still evaluating how to account for the arrangement.

Robots under that contract are released in batches as specific tasks are demonstrated, Humanoids Daily reported, citing the company's Oct. 6 investor day. Management put the bill of materials for a Digit 5 at launch at about $150,000.

The filing also says management concluded that existing cash would not fund operations for at least a year and that there is substantial doubt about the company's ability to continue as a going concern, Invest Deeptech reported.

James Brumley, writing for the Motley Fool, said the implied $2.5 billion valuation made no fundamental sense compared with $300 million in future sales that have no set timeframe. He noted that most newly listed technology stocks fall in their first several months of trading.

Agility was spun out of Oregon State University in 2015. It builds robots at a Salem plant it calls RoboFab, which it says is designed to make up to 10,000 a year. Its backers include Nvidia and SoftBank Vision Fund 2.

The company is heading to market as the industry's volume shifts to China. Nearly 25,000 humanoid robots were shipped worldwide in the first half of 2026, up 432% from a year earlier, according to the research firm IDC. China's AgiBot led with more than 8,600 units. Tesla Chief Executive Elon Musk said in January that the company's Optimus robot could be on sale to the public by the end of 2027.

Researchers caution that humanoids remain far from dependable general-purpose workers. The few being tested in real workplaces handle extremely limited tasks in tightly controlled environments, and many public demonstrations are remotely controlled or carefully scripted, MIT Technology Review reported this month. Marc Raibert, the founder of Boston Dynamics, said people get very excited when a robot AI model's success rate rises from 50% to 70%. "But 70% success is like it doesn't work, right?" he said.

Jonathan Hurst, an Agility co-founder and its chief robot officer, was also quoted in the report. "It is dramatically more difficult to make a machine that moves or behaves dynamically or physically like a person," he said. He estimated it would be about 10 years before robots do useful work in people's homes.

Agility plans to deliver the first Digit 5 robots to early-access customers in the first half of 2027, with general availability around late 2027 or early 2028, Humanoids Daily reported.