Agriculture & Natural Solutions Acquisition(ANSC) - 2025 Q4 - Annual Report

Public Offering and Financial Proceeds - 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[302]. - The underwriters received an underwriting discount of $6,900,000 and deferred underwriting commissions of approximately $12,075,000, contingent upon the completion of an initial business combination[319][320]. Financial Performance and Income - As of December 31, 2025, the company reported a net income of $10,468,766, consisting of $15,967,259 in interest income from the Trust Account, offset by general and administrative expenses of $5,498,493[313]. - Cash used in operating activities for the year ended December 31, 2025, was $1,316,889, primarily due to general and administrative expenses funded by a note payable through the Sponsor and affiliates[315]. - The company incurred $120,000 in administrative costs for both the years ended December 31, 2025, and 2024, for office space and support services[321]. Liquidity and Financial Challenges - The company had a cash balance of $1 and a working capital deficit of $17,114,663 as of December 31, 2025, indicating significant liquidity challenges[314]. - The company has until the Extended Termination Date to complete a business combination or cease operations, raising concerns about its ability to continue as a going concern[317]. - Approximately $17.4 million was removed from the Trust Account to pay shareholders who redeemed their public shares during the Extension Meeting held on November 10, 2025[308]. Debt and Financial Obligations - The company issued an unsecured promissory note of $1,500,000 to its Sponsor on August 28, 2024, to cover costs related to the initial business combination[322]. - As of December 31, 2025, the outstanding balance under the Extension Promissory Note was $1,316,889, indicating ongoing financial obligations[311]. - The Company issued an Extension Promissory Note requiring Warrant Holdings Sponsor to deposit $658,444.74 into the Trust Account starting November 13, 2025, and monthly thereafter until certain conditions are met[326]. - As of December 31, 2025, the Company had $1,316,889 outstanding under the Extension Promissory Note[326]. Accounting and Reporting Standards - The Company qualifies as an "emerging growth company" under the JOBS Act, allowing it to delay the adoption of new or revised accounting standards[331]. - The exemptions for being an "emerging growth company" will apply for five years following the completion of the Public Offering or until the Company no longer qualifies[332]. - Management does not believe that any recently issued accounting standards would materially affect the Company's financial statements[329]. - The preparation of financial statements requires management to make estimates that could materially differ from actual results[328]. - The Company is classified as a smaller reporting company and is not required to provide certain disclosures about market risk[333]. Off-Balance Sheet Arrangements - The Company does not have any off-balance sheet arrangements as of the date of the Annual Report[330].