Public Offering and Financing - The company completed its Public Offering on November 13, 2023, raising gross proceeds of $345.0 million from the sale of 34,500,000 units at $10.00 per unit, incurring transaction costs of approximately $20.4 million[83]. - Approximately $345.0 million of the net proceeds from the Public Offering and certain proceeds from the Private Placement were placed in a Trust Account, invested in U.S. government securities with a maturity of 185 days or less[86]. - The underwriters received an underwriting discount of $0.20 per Unit, totaling $6,900,000 upon closing of the Public Offering[108]. - An additional deferred underwriting commission of approximately $12,075,000 will be payable to the underwriters upon completion of an initial business combination[109]. - The company may need to obtain additional financing to complete an initial business combination or to redeem a significant number of its Public Shares[104]. Business Combination - The company entered into a Business Combination Agreement on August 28, 2024, involving a merger with Agriculture & Natural Solutions Company Limited and other parties, which will result in the issuance of NewCo Ordinary Shares[88]. - The Sponsor agreed to waive anti-dilution rights and vote in favor of the Business Combination, while also committing not to redeem any Company Ordinary Shares in connection with the shareholder approval[89]. - A Lock-Up Agreement will be executed by AFA Shareholders participating in the Contributions, restricting the sale of NewCo securities for six months post-Closing[92]. - NewCo will file a Resale Registration Statement within 15 calendar days after the Closing to register the resale of certain securities held by existing securityholders[93]. - AFA will execute a Buy Back Agreement to redeem and cancel Outstanding Company Shares for cash immediately following the Contributions[97]. Financial Performance - For the three months ended September 30, 2024, the company reported a net income of $490,583, with general and administrative expenses of $4,339,078, offset by $4,829,661 of interest on the Trust Account[100]. - For the nine months ended September 30, 2024, the company reported a net income of $6,869,813, consisting of general and administrative expenses of $7,403,914, offset by $14,273,727 of interest on the Trust Account[100]. - As of September 30, 2024, the company had a cash balance of $1 and a working capital deficit of $2,139,023[102]. - Cash used in operating activities for the nine months ended September 30, 2024, was $1, which included a net income of $6,869,813 and changes in operating assets and liabilities of $5,749,722[103]. - The company incurred $90,000 in administrative fees for the nine months ended September 30, 2024, compared to $0 for the same period in 2023[110]. Operational Risks - If the company fails to complete an initial business combination by November 13, 2025, it will redeem Public Shares at a per-share price equal to the amount in the Trust Account, subject to certain deductions[87]. - If the company is unable to complete a business combination by November 13, 2025, it will cease all operations except for the purpose of liquidating[106]. - The company issued an unsecured promissory note in the principal amount of $1,500,000, which is repayable upon consummation of an Initial Business Combination[111].
Agriculture & Natural Solutions Acquisition Corporation(ANSCU) - 2024 Q3 - Quarterly Report