Cactus Acquisition Corp. 1 Ltd Files 8-K

Ticker: CTSUF · Form: 8-K · Filed: May 16, 2024 · CIK: 1865861

Cactus Acquisition CORP. 1 LTD 8-K Filing Summary
FieldDetail
CompanyCactus Acquisition CORP. 1 LTD (CTSUF)
Form Type8-K
Filed DateMay 16, 2024
Risk Levellow
Pages5
Reading Time6 min
Key Dollar Amounts$0.0001, $11.50, $0
Sentimentneutral

Sentiment: neutral

Topics: material-agreement, corporate-governance, filing

TL;DR

Cactus Acquisition Corp. 1 Ltd filed an 8-K on May 16, 2024, detailing material agreements and board changes.

AI Summary

Cactus Acquisition Corp. 1 Limited filed an 8-K on May 16, 2024, reporting on a material definitive agreement and changes in its board of directors and officer compensation. The filing also includes financial statements and exhibits related to these events.

Why It Matters

This filing indicates significant corporate actions, including potential new agreements and changes in leadership or compensation structures, which could impact the company's future direction and investor relations.

Risk Assessment

Risk Level: low — The filing is a standard 8-K reporting routine corporate events and does not appear to contain immediate negative financial news.

Key Players & Entities

FAQ

What is the primary purpose of this 8-K filing by Cactus Acquisition Corp. 1 Limited?

The primary purpose is to report on a material definitive agreement and changes in directors or officers, along with related compensatory arrangements and financial statements/exhibits.

When was the earliest event reported in this 8-K filing?

The earliest event reported was on May 16, 2024.

What type of securities does Cactus Acquisition Corp. 1 Limited's filing mention?

The filing mentions Class A Ordinary Shares and Redeemable Warrants, with specific details on their par value and exercise price.

What is the Standard Industrial Classification (SIC) code listed for Cactus Acquisition Corp. 1 Limited?

The SIC code listed is 6770, which corresponds to BLANK CHECKS.

Where is Cactus Acquisition Corp. 1 Limited incorporated and what is its fiscal year end?

The company is incorporated in the Cayman Islands and its fiscal year ends on December 31.

Filing Stats: 1,521 words · 6 min read · ~5 pages · Grade level 13.6 · Accepted 2024-05-16 17:00:38

Key Financial Figures

Filing Documents

01 Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement Sponsor Alliance On April 29, 2024, Cactus Acquisition Corp. 1 Limited (the " Company ") entered into a sponsor securities purchase agreement (the " Purchase Agreement ") with the Company's sponsor, EVGI Limited (the " Sponsor ") and ARWM Inc Pte. Ltd. (the " Purchaser "), pursuant to which, on May 16, 2024, the Sponsor transferred to the Purchaser (a) an aggregate of 2,360,000 founders' shares (" Founders ' Shares "), consisting of 2,359,999 Class A ordinary shares, par value $0.0001 of the Company (" Class A ordinary shares ") or 46.50% of the outstanding Class A Ordinary Shares, and one Class B ordinary share, par value $0.0001, of the Company (" Class B ordinary share "), or 100% of the outstanding Class B Ordinary Shares, and (b) 3,893,334 private placement warrants (" Private Warrants ") (collectively, the " Transferred Securities "). The Transferred Securities collectively constituted 93.3% of the securities of the Company owned by the Sponsor prior to the transaction. 170,000 Class A Ordinary Shares, or 3.36% of the outstanding Class A Ordinary Shares were transferred to the former directors. Cactus Healthcare Management LP, a Delaware limited partnership (the " Original Sponsor ") has retained 632,500 Class A Ordinary Shares, or 12.46% of the outstanding Class A Ordinary Shares, and 973,333 Private Warrants. The transfer of Founders' Shares and Private Warrants to the Purchaser pursuant to the Purchase Agreement is referred to as the " Transfer ." The Transfer, all agreements executed in connection with the Transfer (including the transactions contemplated therein) and the Management Change (as defined below) are referred to as the " Sponsor Alliance ." In connection with the Sponsor Alliance, the Company, the Sponsor and the Purchaser entered into a joinder agreement (the " Registration Rights Joinder Agreement ") to the registration rights agreement, dated November 2, 2021, by and among the Company

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits (c) Exhibits: Exhibit No. Description 10.1 Sponsor Securities Purchase Agreement, dated April 29, 2024, by and among the Company, the Sponsor and Purchaser 10.2 Notice of Assignment of Rights Under, and Joinder, dated May 16, 2024, by and among the Company, the Sponsor and the Purchaser, with respect to the Registration Rights Agreement, dated November 2, 2021 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) 2 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. CACTUS ACQUISITION CORP. 1 LIMITED By: /s/ Gary Challinor Name: Gary Challinor Title: Chief Executive Officer Date: May 16, 2024

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