Aquaron Acquisition Corp. Files 8-K: Material Agreement & Equity Sales

TL;DR

Aquaron Acquisition Corp. signed a material deal and sold equity, filing an 8-K on July 12, 2024.

AI Summary

Aquaron Acquisition Corp. announced on July 12, 2024, that it has entered into a material definitive agreement. The company also disclosed unregistered sales of equity securities and provided a Regulation FD disclosure. The filing includes financial statements and exhibits related to these events.

Why It Matters

This filing indicates significant corporate activity for Aquaron Acquisition Corp., potentially involving new business arrangements or capital raises through equity sales.

Risk Assessment

Risk Level: medium — The filing involves material definitive agreements and unregistered equity sales, which can carry inherent risks and require further investigation into the specifics of the agreement and sales.

Key Players & Entities

• Aquaron Acquisition Corp. (company) — Registrant
• July 12, 2024 (date) — Date of Report
• Delaware (jurisdiction) — State of incorporation
• 001-41470 (commission_file_number) — SEC File Number

FAQ

Key Financial Figures

• $1.0 billion — current equity value of the Company at $1.0 billion prior to the closing of the Mergers (th
• $10.00 — e a value at the time of the Closing of $10.00. Following the Closing and in addition

Filing Documents

• ea0209350-8k_aquaron.htm (8-K) — 78KB
• ea020935001ex2-1_aquaron.htm (EX-2.1) — 616KB
• ea020935001ex10-1_aquaron.htm (EX-10.1) — 82KB
• ea020935001ex10-2_aquaron.htm (EX-10.2) — 44KB
• ea020935001ex10-3_aquaron.htm (EX-10.3) — 42KB
• ea020935001ex10-4_aquaron.htm (EX-10.4) — 106KB
• ea020935001ex99-1_aquaron.htm (EX-99.1) — 25KB
• ex99-1_001.jpg (GRAPHIC) — 6KB
• 0001213900-24-061054.txt ( ) — 1410KB
• aqu-20240712.xsd (EX-101.SCH) — 4KB
• aqu-20240712_def.xml (EX-101.DEF) — 27KB
• aqu-20240712_lab.xml (EX-101.LAB) — 37KB
• aqu-20240712_pre.xml (EX-101.PRE) — 25KB
• ea0209350-8k_aquaron_htm.xml (XML) — 7KB

01. Entry into a Material Definitive Agreement

Item 1.01. Entry into a Material Definitive Agreement. The Merger Agreement As previously disclosed, Aquaron Acquisition Corp. (" Aquaron " or "SPAC") entered into an Agreement and Plan of Merger (the " Bestpath Merger Agreement ") on March 23, 2023, with Bestpath (Shanghai) IoT Technology Co., Ltd. (), a PRC limited liability company (" Bestpath ") and several other parties. Subsequent to the signing of the Bestpath Merger Agreement, Bestpath undertook certain reorganization to consolidate and concentrate its business (the " Reorganization "). In light of the Reorganization, as agreed by the parties, the Bestpath Merger Agreement was terminated pursuant to Section 11.1 thereunder on July 12, 2024, to allow the parties to enter into a new business combination agreement to accommodate the Reorganization. On July 12, 2024, Aquaron entered into an Agreement and Plan of Merger (as amended from time to time, the " Agreement ") with (i) HUTURE Ltd., a Cayman Islands exempted company (" Company "), (ii) HUTURE Group Limited, an exempted company incorporated in Cayman Islands and a direct wholly-owned subsidiary of Company (" PubCo "), (iii) Bestpath Merger Sub I Limited, an exempted company incorporated in Cayman Islands and a direct wholly-owned subsidiary of PubCo (" Merger Sub 1 "), and (iv) Bestpath Merger Sub II Inc., a Delaware corporation and a direct wholly-owned subsidiary of PubCo (" Merger Sub 2 " and, together with PubCo and Merger Sub 1, each an " Acquisition Entity " and collectively, the " Acquisition Entities "). All capitalized terms used herein and not defined shall have the meanings ascribed to them in the Agreement. Pursuant to the Agreement and subject to the terms and conditions set forth therein, (i) Merger Sub 1 will merge with and into Company (the " Initial Merger ") whereby the separate existence of Merger Sub 1 will cease and Company will be the surviving corporation of the Initial Merger and become a wholly owned subsidiary of PubCo, and

02 Unregistered

Item 3.02 Unregistered Sales of Equity Securities None.

01 Regulation

Item 7.01 Regulation FD Disclosure On July 12, 2024, Aquaron and the Company issued a press release announcing the execution of the Agreement. Attached hereto as Exhibit 99.1 and incorporated into this Item 7.01 by reference is the copy of the press release. The information in this Item 7.01 (including Exhibit 99.1) is being furnished and shall not be deemed to be filed for purposes of Section 18 of the Exchange Act, or otherwise be subject to the liabilities of that section, nor shall it be deemed to be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filings. This Current Report on Form 8-K will not be deemed an admission as to the materiality of any information of the information in this Item 7.01. 4 IMPORTANT NOTICES Important Notice Regarding Forward-Looking This Current Report on Form 8-K contains certain "forward-looking statements" within the meaning of the Securities Act of 1933 and the Securities Exchange Act of 1934, both as amended. Statements that are not historical facts, including statements about the pending transactions described above, and the parties' perspectives and expectations, are forward-looking statements. Such statements include, but are not limited to, statements regarding the proposed transaction, including the anticipated initial enterprise value and post-closing equity value, the benefits of the proposed transaction, integration plans, expected synergies and revenue opportunities, anticipated future financial and operating performance and results, including estimates for growth, the expected management and governance of the combined company, and the expected timing of the transactions. The words "expect," "believe," "estimate," "intend," "plan" and similar expressions indicate forward-looking statements. These forward-looking statements are not guarantees of future performance and are subject to variou

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. Exhibit No. Description 2.1* Agreement and Plan of Merger, dated July 12, 2024, by and among Aquaron Acquisition Corp., HUTURE Ltd., HUTURE Group Limited and Certain Other Parties 10.1 Company Voting and Support Agreement dated July 12, 2024 10.2 Sponsor Voting and Support Agreement dated July 12, 2024 10.3 Form of Shareholders Lockup Agreement 10.4 Form of Registration Rights Agreement 99.1 Press Release dated July 12, 2024 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) * Schedules and exhibits have been omitted pursuant to Item 601(b)(2) of Regulation S-K. The registrant hereby undertakes to furnish copies of any of the omitted schedules and exhibits upon request by the U.S. Securities and Exchange Commission. 6

SIGNATURES

SIGNATURES 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. Dated: July 12, 2024 AQUARON ACQUISITION CORP. By: /s/ Yi Zhou Name: Yi Zhou Title: Chief Executive Officer 7

View Full Filing

View this 8-K filing on SEC EDGAR