4//SEC Filing
Li Qi 4
Accession 0001104659-25-004301
CIK 0001868269other
Filed
Jan 16, 7:00 PM ET
Accepted
Jan 17, 7:35 AM ET
Size
23.1 KB
Accession
0001104659-25-004301
Insider Transaction Report
Form 4
Chenghe Investment I Ltd
10% Owner
Transactions
- Other
Class B Ordinary Shares
2025-01-15−100,000→ 1,491,873 total - Disposition to Issuer
Private Placement Warrants
2025-01-15−7,900,000→ 0 total→ Class A Ordinary Shares (7,900,000 underlying) - Disposition to Issuer
Class A Ordinary Shares
2025-01-15−2,550,000→ 0 total - Conversion
Class A Ordinary Shares
2025-01-15+1,491,873→ 1,491,873 total - Conversion
Class B Ordinary Shares
2025-01-15−1,491,873→ 0 total→ Class A Ordinary Shares (1,491,873 underlying)
Li Qi
10% Owner
Transactions
- Conversion
Class A Ordinary Shares
2025-01-15+1,491,873→ 1,491,873 total - Disposition to Issuer
Private Placement Warrants
2025-01-15−7,900,000→ 0 total→ Class A Ordinary Shares (7,900,000 underlying) - Other
Class B Ordinary Shares
2025-01-15−100,000→ 1,491,873 total - Conversion
Class B Ordinary Shares
2025-01-15−1,491,873→ 0 total→ Class A Ordinary Shares (1,491,873 underlying) - Disposition to Issuer
Class A Ordinary Shares
2025-01-15−2,550,000→ 0 total
Footnotes (9)
- [F1]On January 15, 2025, Chenghe Investment I Limited, an exempted company incorporated with limited liability under the laws of Cayman Islands (the "New Sponsor") assigned 100,000 Class B ordinary shares to LatAmGrowth Sponsor LLC, a Delaware limited liability company (the "Old Sponsor"), in accordance with a securities purchase agreement (the "SPA") entered into on September 29, 2023 among Chenghe Acquisition I Co. ("LATG"), the New Sponsor and the Old Sponsor. Under the SPA, the New Sponsor acquired an aggregate of (i) 2,650,000 Class B ordinary shares and
- [F2](ii) 7,900,000 private placement warrants of the Company from the Old Sponsor and agreed to transfer to the Old Sponsor, at the closing of LATG's initial business combination, 100,000 Class B ordinary shares if the New Sponsor used only cash to secure an extension (an "Extension") of the date by which LATG must consummate an initial business combination under its memorandum and articles of association. LATG's initial business combination consummated on January 15, 2025. Given that the New Sponsor used only cash to secure an Extension, the New Sponsor assigned 100,000 Class B ordinary shares to the Old Sponsor.
- [F3]The Class B ordinary shares were converted into Class A ordinary shares on a one-for-one basis upon the consummation of LATG's initial business combination on January 15, 2025 (the "Business Combination").
- [F4]The reporting person disposed of all Class A ordinary shares upon the consummation of LATG's Business Combination, which were automatically exchanged into corresponding Class A ordinary shares of FST Corp.
- [F5]Each Private Placement Warrant is exercisable to purchase one Class A ordinary share of the LATG at an exercise price of $11.50 per share. As described in LATG's Registration Statement on Form S-1described in LATG's Registration Statement on Form S-1 (File No. 333-261361) filed with the Securities and Exchange Commission on January 19, 2022 (the "Registration Statement"), the Private Placement Warrants are identical to the warrants sold in connection with the LATG's initial public offering ("IPO"), except that the Private Placement Warrants, so long as they are held by the New Sponsor or its permitted transferees,
- [F6](i) the private placement warrants will not be redeemable by us, (ii) may not (including the Class A ordinary shares issuable upon exercise of these warrants), subject to certain limited exceptions, be transferred, assigned or sold by the holders until 30 days after the completion of our initial business combination, (iii) may be exercised by the holders on a cashless basis and (iv) will be entitled to registration rights. Each Private Placement Warrant may be exercised only during the period commencing on the date that is thirty (30) days after the first date on which LATG completes the Business Combination, and terminating on the earlier to occur of: (x) at 5:00 p.m., New York City time on the date that is five (5) years after the date on which LATG completes its Business Combination, and (y) the liquidation of LATG.
- [F7]The reporting person disposed of all Private Placement Warrants upon the consummation of LATG's Business Combination, which were automatically exchanged into corresponding warrants exercisable for Class A ordinary shares of FST Corp.
- [F8]Chenghe Investment I Limited, the New Sponsor, is the record holder of such shares. Chenghe Group Limited, a British Virgin Islands incorporated company, owns 100% of the voting securities of the New Sponsor. Mr. Qi Li, who holds 100% of the voting securities of Chenghe Group Limited, may be entitled distributions of the founder shares and has voting and investment discretion with respect to the ordinary shares held by Chenghe Group Limited through held of record by the New Sponsor. 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.
- [F9]Chenghe Investment I Limited, the New Sponsor, is the record holder of such warrants. Chenghe Group Limited, a British Virgin Islands incorporated company, owns 100% of the voting securities of the New Sponsor. Mr. Qi Li, who holds 100% of the voting securities of Chenghe Group Limited, may be entitled distributions of the founder shares and has voting and investment discretion with respect to the ordinary shares held by Chenghe Group Limited through held of record by the New Sponsor. 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.
Issuer
Chenghe Acquisition I Co.
CIK 0001868269
Entity typeother
Related Parties
1- filerCIK 0001824203
Filing Metadata
- Form type
- 4
- Filed
- Jan 16, 7:00 PM ET
- Accepted
- Jan 17, 7:35 AM ET
- Size
- 23.1 KB