Board Change • May 20
High number of new and inexperienced directors There are 6 new directors who have joined the board in the last 3 years. The company's board is composed of: 6 new directors. No experienced directors. No highly experienced directors. Chairman of the Board David Leuschen is the most experienced director on the board, commencing their role in 2023. The following issues are considered to be risks according to the Simply Wall St Risk Model: Lack of board continuity. Lack of experienced directors. Announcement • Jun 04
Agriculture & Natural Solutions Acquisition Corporation, Annual General Meeting, Jun 25, 2025 Agriculture & Natural Solutions Acquisition Corporation, Annual General Meeting, Jun 25, 2025. Announcement • Apr 11
Burrabogie Pastoral Co Pty Ltd canceled the acquisition of Agriculture & Natural Solutions Acquisition Corporation (NasdaqGM:ANSC) from Riverstone Holdings LLC, Agriculture and Natural Solutions Acquisition Sponsor LLC, Agriculture & Natural Solutions Acquisition Warrant Holdings, LLC and others in a reverse merger transaction. Burrabogie Pastoral Co Pty Ltd entered into an agreement to acquire Agriculture & Natural Solutions Acquisition Corporation (NasdaqGM:ANSC) from Riverstone Holdings LLC, Agriculture and Natural Solutions Acquisition Sponsor LLC, Agriculture & Natural Solutions Acquisition Warrant Holdings, LLC and others in a reverse merger transaction on August 28, 2024. Upon closing of the Business Combination, the combined company, Agriculture & Natural Solutions Company Limited (“NewCo”), an Australian company, is expected to be listed on the New York Stock Exchange (“NYSE”) or such other stock exchange agreed to by the parties and trade under the ticker symbol “AFAE”.
The transaction has been approved by both companies both of directors. The transaction is subject to approval by both companies shareholders, approval from the Foreign Investment Review Board in Australia, the NewCo Ordinary Shares have been accepted for listing on the New York Stock Exchange, the Registration Statement has been declared effective by the SEC under the Securities Act of 1933, debt financing described in the Debt Commitment Letter, the Lock-Up Agreements, and cash on the consolidated balance sheet. As of December 13, 2024, the deal was approved by Foreign Investment Review Board.
K&L Gates LLP, Walkers LLP and Stancell K. Haigwood of Vinson & Elkins L.L.P. acted as legal advisor to Agriculture & Natural Solutions Acquisition. B. Chase Wink and J. McCormack of Skadden, Arps, Slate, Meagher & Flom LLP, David Sim of Speed and Stracey Lawyers and Debbie Klis of Rimon PC acted as legal advisor to Australian Food & Agriculture Company. Bell Potter Securities Limited acted as financial advisor to Australian Food & Agriculture Company. Citigroup Global Markets Inc. (“Citigroup”) is serving as capital markets advisor to ANSC. Davis Polk & Wardwell LLP acted as counsel to Citigroup.
Burrabogie Pastoral Co Pty Ltd canceled the acquisition of Agriculture & Natural Solutions Acquisition Corporation (NasdaqGM:ANSC) from Riverstone Holdings LLC, Agriculture and Natural Solutions Acquisition Sponsor LLC, Agriculture & Natural Solutions Acquisition Warrant Holdings, LLC and others in a reverse merger transaction on April 10, 2024. Announcement • Feb 15
Agriculture & Natural Solutions Acquisition Corporation Receives Non-Compliance Notification Letter from Nasdaq On February 11, 2025, Agriculture & Natural Solutions Acquisition Corporation (the "Company") received a notification letter from the Listing Qualifications Staff (the "Staff") of The NASDAQ Stock Market LLC ("Nasdaq") indicating that, since the Company has not held an annual meeting of shareholders within twelve months of the end of the Company's fiscal year ended December 31, 2023, it is out of compliance with the Nasdaq rules for continued listing (Listing Rules 5620(a) and 5810(c)(2)(G)). The notification letter has no immediate effect on the listing of the Company's securities on the Nasdaq. As of February 11, 2025, the Company has 45 calendar days, or until March 28, 2025 ("Plan Deadline"), to submit a plan to regain compliance. If Nasdaq accepts the Company's plan, Nasdaq can grant an exception of up to 180 calendar days from the Company's most recent fiscal year end, or until June 30, 2025, to regain compliance. The Company intends to submit a plan to regain compliance with the applicable Nasdaq rules by the Plan Deadline. While the Company intends to submit its compliance plan to address the foregoing deficiency, the Company cannot provide any assurance that it will be able to present a plan of compliance that will be accepted by the Staff. In the event the Company's plan is not accepted, the Company's securities may be subject to delisting and the Company will have the opportunity to appeal the Staff's delisting determination to a hearings panel in accordance with the Nasdaq Listing Rule 5815(a). Announcement • Aug 29
Burrabogie Pastoral Co Pty Ltd entered into an agreement to acquire Agriculture & Natural Solutions Acquisition Corporation (NasdaqGM:ANSC) from Riverstone Holdings LLC, Agriculture and Natural Solutions Acquisition Sponsor LLC, Agriculture & Natural Solutions Acquisition Warrant Holdings, LLC and others in a reverse merger transaction. Burrabogie Pastoral Co Pty Ltd entered into an agreement to acquire Agriculture & Natural Solutions Acquisition Corporation (NasdaqGM:ANSC) from Riverstone Holdings LLC, Agriculture and Natural Solutions Acquisition Sponsor LLC, Agriculture & Natural Solutions Acquisition Warrant Holdings, LLC and others in a reverse merger transaction on August 28, 2024. Upon closing of the Business Combination, the combined company, Agriculture & Natural Solutions Company Limited (“NewCo”), an Australian company, is expected to be listed on the New York Stock Exchange (“NYSE”) or such other stock exchange agreed to by the parties and trade under the ticker symbol “AFAE”.
The transaction has been approved by both companies both of directors. The transaction is subject to approval by both companies shareholders, approval from the Foreign Investment Review Board in Australia, the NewCo Ordinary Shares have been accepted for listing on the New York Stock Exchange, the Registration Statement has been declared effective by the SEC under the Securities Act of 1933, debt financing described in the Debt Commitment Letter, the Lock-Up Agreements, and cash on the consolidated balance sheet.
K&L Gates LLP, Walkers LLP and Stancell K. Haigwood of Vinson & Elkins L.L.P. acted as legal advisor to Agriculture & Natural Solutions Acquisition. B. Chase Wink and J. McCormack of Skadden, Arps, Slate, Meagher & Flom LLP, David Sim of Speed and Stracey Lawyers and Debbie Klis of Rimon PC acted as legal advisor to Australian Food & Agriculture Company. Bell Potter Securities Limited acted as financial advisor to Australian Food & Agriculture Company. Citigroup Global Markets Inc. (“Citigroup”) is serving as capital markets advisor to ANSC. Davis Polk & Wardwell LLP acted as counsel to Citigroup. Announcement • May 03
Nasdaq to Provide Cure Period to Agriculture & Natural Solutions Acquisition to Regain Compliance with Nasdaq Rule 5605(c)(2) As previously disclosed by Agriculture & Natural Solutions Acquisition Corporation (the ‘Company’) in its Annual Report on Form 10-K for the year ended December 31, 2023, filed with the Securities and Exchange Commission on March 28, 2024, on March 26, 2024, Dr. Jennifer Aaker resigned from her position as a member of the Audit Committee of the board of directors (the ‘Board’) of the Company (the ‘Audit Committee’). In accordance with the NASDAQ Stock Market (‘Nasdaq’) rules, on March 26, 2024, the Company notified Nasdaq of Dr. Aaker's resignation from the Audit Committee and the resulting non-compliance with Nasdaq Rule 5605(c)(2). As a result of Dr. Aaker's resignation, the Company no longer complies with Nasdaq's audit committee requirements as set forth in Nasdaq Rule 5605. On April 30, 2024, the Company received a letter from Nasdaq confirming such non-compliance and confirming that, in accordance with Nasdaq Rule 5605(c)(4), Nasdaq will provide the Company a cure period in order to regain compliance as follows: Until the earlier of the Company's next annual shareholders' meeting or March 26, 2025; or If the next annual shareholders' meeting is held before September 23, 2024, then the Company must evidence compliance no later than September 23, 2024. The foregoing has no immediate effect on the Company's Nasdaq listing and its securities will continue to be listed and traded on Nasdaq under the symbols ANSCU, ANSC and ANSCW, subject to the listing rules. The Company is in the process of reviewing and evaluating potential options to regain compliance with the continued listing requirements noted above in a manner consistent with the cure periods set forth above. Prior to the end of the cure period, the Board intends to appoint an additional director who is considered to be an independent director in accordance with the criteria set forth in Nasdaq Rule 5605(a)(2). However, there can be no assurance that the Company will successfully regain compliance with these continued listing requirements within the applicable cure periods. 