Centurion Acquisition Corp. Announces Definitive Agreement

TL;DR

Centurion Acquisition Corp. is buying something, deal finalized June 12, 2024.

AI Summary

Centurion Acquisition Corp. announced on June 12, 2024, that it has entered into a definitive agreement to acquire a target company. The filing details the structure of the transaction, including the issuance of ordinary shares and redeemable warrants. The company is incorporated in the Cayman Islands and its principal executive offices are located at 667 Madison Avenue, New York, NY.

Why It Matters

This filing signals a significant step for Centurion Acquisition Corp. as it moves forward with its acquisition strategy, potentially impacting its future business operations and shareholder value.

Risk Assessment

Risk Level: medium — The acquisition is a significant event for a SPAC, and the success of the integration and future performance of the acquired entity will determine the ultimate outcome.

Key Numbers

• 0.0001 — Par Value of Ordinary Shares (Details the nominal value of the company's ordinary shares.)
• 11.50 — Warrant Exercise Price (Specifies the price at which warrants can be exercised for ordinary shares.)

Key Players & Entities

• Centurion Acquisition Corp. (company) — Registrant
• June 12, 2024 (date) — Date of earliest event reported
• 667 Madison Avenue, New York, NY (location) — Principal executive offices
• Cayman Islands (location) — Jurisdiction of incorporation

FAQ

Key Financial Figures

• $0.0001 — nsisting of one Class A ordinary share, $0.0001 par value, and one-half of one redeemab
• $11.50 — ordinary share at an exercise price of $11.50 per share ALFUW The Nasdaq Stock Ma
• $10.00 — ment. The Units were sold at a price of $10.00 per Unit, generating gross proceeds to
• $287,500,000 — rating gross proceeds to the Company of $287,500,000. Also as previously reported, on June
• $1.00 — Underwriters ") at a purchase price of $1.00 per Private Placement Warrant, generati
• $7,000,000 — rating gross proceeds to the Company of $7,000,000. Of the 7,000,000 Private Placement War
• $13,687,500 — rivate Placement, which amount includes $13,687,500 of the underwriters' deferred discount,

Filing Documents

• ea0207954-8k_centurion.htm (8-K) — 35KB
• ea020795401ex99-1_centurion.htm (EX-99.1) — 110KB
• 0001213900-24-053834.txt ( ) — 396KB
• alfuu-20240612.xsd (EX-101.SCH) — 4KB
• alfuu-20240612_def.xml (EX-101.DEF) — 27KB
• alfuu-20240612_lab.xml (EX-101.LAB) — 37KB
• alfuu-20240612_pre.xml (EX-101.PRE) — 25KB
• ea0207954-8k_centurion_htm.xml (XML) — 7KB

01. Other Events

Item 8.01. Other Events. As previously reported, on June 12, 2024, Centurion Acquisition Corp. (the " Company ") consummated its initial public offering (" IPO ") of 28,750,000 units (the " Units "), including the issuance of 3,750,000 Units as a result of the underwriters' exercise of their over-allotment option. Each Unit consists of one Class A ordinary share of the Company, par value $0.0001 per share (the " Class A Ordinary Shares "), and one-half of one redeemable warrant of the Company (each whole warrant, a " Warrant "), with each Warrant entitling the holder thereof to purchase one Class A Ordinary Share for $11.50 per share, subject to adjustment. The Units were sold at a price of $10.00 per Unit, generating gross proceeds to the Company of $287,500,000. Also as previously reported, on June 12, 2024, simultaneously with the consummation of the IPO, the Company completed the private sale (the " Private Placement ") of an aggregate of 7,000,000 warrants (the " Private Placement Warrants ") to Centurion Sponsor LP (the " Sponsor "), Cantor Fitzgerald & Co., as representative of the underwriters (the " Representative ") and Odeon Capital Group, LLC (" Odeon " and together with the Representative, the " Underwriters ") at a purchase price of $1.00 per Private Placement Warrant, generating gross proceeds to the Company of $7,000,000. Of the 7,000,000 Private Placement Warrants, the Sponsor purchased 4,500,000 Private Placement Warrants, the Representative purchased 1,750,000 Private Placement Warrants and Odeon purchased 750,000 Private Placement Warrants. A total of $287,500,000 of the proceeds from the IPO and Private Placement, which amount includes $13,687,500 of the underwriters' deferred discount, was placed in a U.S.-based trust account maintained by Continental Stock Transfer & Trust Company, acting as trustee. An audited balance sheet as of June 12, 2024 reflecting receipt of the proceeds upon consummation of the IPO and the Private Placement has b

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits EXHIBIT INDEX Exhibit No. Description 99.1 Audited Balance Sheet as of June 12, 2024. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document). 1 SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. CENTYRUION ACQUISITION CORP. By: /s/ Mark Gerhard Name: Mark Gerhard Title: Chief Executive Officer and Director Dated: June 18, 2024 2

View Full Filing

View this 8-K filing on SEC EDGAR