Agriculture & Natural Solutions Acquisition Corporation

08/18/2026 | Press release | Distributed by Public on 08/18/2026 15:17

Failure to Satisfy Listing Rule (Form 8-K)

Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.

As previously announced, on July 31, 2026, Agriculture & Natural Solutions Acquisition Corporation (the "Company") announced that, following a review by the Company's management and its sponsor affiliate, Agriculture & Natural Solutions Acquisition Warrant Holdings LLC ("Warrant Holdings Sponsor"), the Company does not expect to consummate a business combination prior to the expiration of the Completion Window (as defined in the Company's Amended and Restated Memorandum and Articles of Association (the "Company's Articles")) on August 12, 2026.

Accordingly, the Company's board of directors (the "Board") has determined that the Company will (i) cease all operations, except for the purpose of winding up; (ii) as promptly as reasonably possible but not more than ten business days thereafter, and subject to having lawfully available funds therefor, redeem (the "Redemption") 100% of the outstanding public shares, which Redemption will completely extinguish public shareholders' rights as shareholders (including the right to receive further liquidation distributions, if any), subject to applicable law, and (iii) as promptly as reasonably possible following the Redemption, subject to the approval of the Company's remaining shareholders and the Board, dissolve and liquidate, subject in each case to the Company's obligations under Cayman Islands law to provide for claims of creditors and the requirements of other applicable law.

On July 27, 2026, the Company (i) notified the Nasdaq Stock Market LLC (the "Nasdaq") of the anticipated Redemption, liquidation and dissolution; and (ii) requested that Nasdaq (A) suspend trading of the Company's Class A ordinary shares, par value $0.0001 per share (the "Class A Ordinary Shares"), redeemable warrants to purchase Class A Ordinary Shares (the "Warrants") and units, each consisting of one Class A Ordinary Share and one-half of one Warrant (the units, together with the Class A Ordinary Shares and the Warrants, the "Securities") effective before the opening of trading on August 12, 2026, and (B) file with the Securities and Exchange Commission (the "SEC") a Form 25 Notification of Removal from Listing and/or Registration ("Form 25") to delist and deregister the Securities under Section 12(b) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"). As a result, the Securities will no longer be listed on Nasdaq.

On August 12, 2026, Nasdaq filed a Form 25 with the SEC, upon which the delisting of the Company's Securities became effective. Following that, the Company intends to file Form 15 Certification and Notice of Termination of Registration with the SEC, requesting that the Company's reporting obligations under Sections 13 and 15(d) of the Exchange Act be terminated with respect to the Securities.

Agriculture & Natural Solutions Acquisition Corporation published this content on August 18, 2026, and is solely responsible for the information contained herein. Distributed via EDGAR on August 18, 2026 at 21:17 UTC. If you believe the information included in the content is inaccurate or outdated and requires editing or removal, please contact us at [email protected]