FST Corp. Completes Business Combination with Chenghe

TL;DR

FST Corp. and Chenghe officially closed their business combination, as per prior announcements and SEC filings.

AI Summary

FST Corp. announced the closing of its business combination with Chenghe, as previously disclosed on December 22, 2023. The details were further elaborated in the Form F-4 registration statement, declared effective by the SEC on December 3, 2024, and Chenghe's definitive proxy statement filed on the same date.

Why It Matters

The completion of this business combination signifies a significant corporate event for FST Corp., potentially impacting its structure, operations, and future strategic direction.

Risk Assessment

Risk Level: low — This filing is an informational update on a previously announced transaction and does not introduce new risks.

Key Players & Entities

• FST Corp. (company) — Registrant
• Chenghe (company) — Party to business combination
• December 22, 2023 (date) — Date of previous announcement
• December 3, 2024 (date) — Date Form F-4 and Merger Proxy Statement declared effective/filed
• Form F-4 (document) — Registration statement for the business combination

FAQ

Filing Documents

• ea0228217-6k_fstcorp.htm (6-K) — 45KB
• ea022821701ex99-1_fstcorp.htm (EX-99.1) — 14KB
• 0001213900-25-005006.txt ( ) — 60KB

From the Filing

OF FOREIGN PRIVATE ISSUER UNITED SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of January 2025 Commission File Number: 001-42475 FST Corp. (Registrant’s Name) No. 3, Gongye 1st Rd., Minxiong Township Chiayi County 621018, Taiwan +886 5221-2555 (Address of Principal Executive Offices) Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F. Form 20-F Form 40-F Closing of Business Combination As previously announced by the Company (defined below) and Chenghe (defined below) on December 22, 2023, and as described in greater detail in the proxy statement/prospectus included in the Registration Statement on Form F-4, which was filed by the Company with the Securities and Exchange Commission (the “SEC”) and declared effective by the SEC on December 3, 2024 (the “Form F-4”), and the definitive proxy statement filed by Chenghe with the SEC on December 3, 2024 (the “Merger Proxy Statement”), which is incorporated herein by reference, Chenghe Acquisition I Co., a Cayman Islands exempted company with limited liability (“Chenghe”) entered into a Business Combination Agreement, dated as of December 22, 2023, with FST Corp., a Cayman Islands exempted company with limited liability (the “Company”), FST Merger Ltd., a Cayman Islands exempted company with limited liability and a direct wholly owned subsidiary of the Company (“Merger Sub”), and Femco Steel Technology Co., Ltd. (“Femco”), a company limited by shares incorporated and in existence under the laws of Taiwan with uniform commercial number of 04465819 (the “Business Combination Agreement”). The transactions contemplated by the Business Combination Agreement are referred to herein as the “Business Combination.” Capitalized terms used but not otherwise defined in this section shall have the meanings given to such terms by the Business Combination Agreement. Pursuant to the Business Combination Agreement, (i) at the Closing Date, each SPAC Unit outstanding immediately prior to the Closing Date was automatically detached, and the holder thereof was deemed to hold one (1) SPAC Class A Ordinary Share and one-half (1/2) of a SPAC Warrant in accordance with the terms of the applicable SPAC Unit; (ii) each SPAC Class B Ordinary Share that was issued and outstanding immediately prior to the Closing Date was automatically converted into one (1) SPAC Class A Ordinary Share in accordance with the terms of the SPAC Articles (such automatic conversion, the “SPAC Class B Conversion”); (iii) each SPAC Class A Ordinary Share (which, for the avoidance of doubt, includes the SPAC Class A Ordinary Shares (A) issued in connection with the SPAC Class B Conversion and (B) held as a result of the unit separation) that was issued and outstanding was cancelled in exchange for the right to receive one (1) CayCo Ordinary Share; and (iv) each SPAC Warrant that was outstanding and unexercised was converted into and become the right to receive a CayCo Warrant, which is on the same terms and conditions as the applicable SPAC Warrant. Unless otherwise defined herein, capitalized terms used herein are defined in the Business Combination Agreement. On January 15, 2025 (the “Closing Date”), pursuant to the Business Combination Agreement, Merger Sub merged with and into Chenghe with Chenghe being the surviving company and as a direct, wholly owned subsidiary of the Company, and Chenghe changed its name to “FST Ltd.”. The foregoing description of the Business Combination Agreement contained in this Report does not purport to be complete and is qualified in its entirety by the text of the Business Combination Agreement, which was filed as part of the Merger Proxy Statement (as Annex A thereto and as Exhibit 2.1 to the Company’s Form F-4 in connection therewith), and as Exhibit 2.1 to Chenghe’s Current Report on Form 8-K filed on January 15, 2025, and which is incorporated by reference herein. The CayCo Ordinary Shares commenced trading on the Nasdaq Global Market under the symbol “KBSX” on January 16, 2025. Board of Directors and Management of the Company The Company’s directors and executive officers after the closing of the Business Combination are described in the section entitled “ Management of CayCo After the Business Combination ” beginning on page 268 of the Company’s Form F-4, and that information is incorporated herein by reference. In connection with the Business Combination, the following directors described therein constitute the entire board of directors of the Company: David Chuang Kerry Lin Liu Shintaro Tanahara Nick Pin-Chia Chen 12345 Al

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