Form 4: Chenghe Investment I Ltd. Reports Share and Warrant Transactions Following Business Combination

Chenghe Investment I Ltd. reports the transfer and conversion of Class A and B ordinary shares and warrants following the consummation of Chenghe Acquisition I Co.'s business combination.

Summary

• Chenghe Investment I Ltd. transferred 100,000 Class B ordinary shares to LatAmGrowth Sponsor LLC as part of a prior agreement.
• This transfer was triggered by Chenghe Investment I Ltd. using cash to secure an extension for the business combination.
• The Class B ordinary shares were converted to Class A ordinary shares on a one-for-one basis upon the business combination on January 15, 2025.
• Chenghe Investment I Ltd. disposed of 2,550,000 Class A ordinary shares as part of the business combination.
• The company also disposed of 7,900,000 private placement warrants, which were exchanged for warrants of FST Corp.
• The private placement warrants are exercisable to purchase one Class A ordinary share at $11.50 per share.
• Qi Li, who controls Chenghe Investment I Ltd., disclaims beneficial ownership of the securities except for any pecuniary interest.

Sentiment

Score: 7

Explanation: The document is a routine filing detailing expected transactions following a business combination. There is no indication of positive or negative sentiment, it is a factual report of events.

Risks

• The private placement warrants have restrictions on transfer and redemption, which could limit their liquidity.
• The value of the warrants is dependent on the performance of FST Corp's Class A ordinary shares.

Future Outlook

The document does not contain any specific forward-looking statements or guidance.

Management Comments

• Mr. Qi Li disclaims beneficial ownership over any securities owned by the New Sponsor other than to the extent of any pecuniary interest he may have therein, directly or indirectly.

Industry Context

This filing is typical for a company that has completed a business combination, detailing the changes in ownership of securities as a result of the transaction. It is common for sponsors to have specific agreements regarding share transfers and warrant ownership.

Comparison to Industry Standards

• The structure of the transaction, involving the transfer of founder shares and private placement warrants, is typical for SPAC (Special Purpose Acquisition Company) business combinations.
• The conversion of Class B shares to Class A shares upon the business combination is a standard feature of SPAC structures.
• The restrictions on transfer and redemption of private placement warrants are also common in SPAC transactions, designed to align the interests of the sponsors with the long-term success of the combined company.

Related Party Transactions

• The transfer of shares between Chenghe Investment I Ltd. and LatAmGrowth Sponsor LLC is a related party transaction.

Stakeholder Impact

• Shareholders of Chenghe Acquisition I Co. have been impacted by the business combination, with their shares being converted to shares of FST Corp.
• The sponsors of the SPAC have had their ownership stakes adjusted as per the agreements.

Key Dates

Keywords

Class A Ordinary Shares, Class B Ordinary Shares, Private Placement Warrants, Business Combination, Chenghe Investment I Ltd, FST Corp, LATG, Securities Transfer, Warrants