STOCK TITAN

Agriculture & Natural Solutions (NASDAQ: ANSC) to redeem public shares wind up

(High)
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Agriculture & Natural Solutions Acquisition Corp (ANSC) reports that it does not expect to complete a business combination before its contractual Completion Window ending August 12, 2026. The board has decided the company will cease operations other than winding up, redeem 100% of the outstanding public shares, and then seek shareholder approval to dissolve and liquidate, subject to creditor provisions under Cayman Islands law.

The company requested Nasdaq suspend trading in its units, Class A ordinary shares, and warrants before the August 12, 2026 opening and to file a Form 25 to delist and deregister these securities under Section 12(b) of the Exchange Act. Nasdaq filed Form 25 on August 12, 2026, making the delisting effective. The company then plans to file Form 15 to terminate its SEC reporting obligations for these securities.

Positive

  • None.

Negative

  • Liquidation and wind-up: Board has determined to cease operations (other than winding up), redeem all public shares, and proceed to dissolution and liquidation.
  • Nasdaq delisting effective August 12, 2026: Units, Class A ordinary shares, and warrants are delisted and deregistered under Section 12(b).
  • Public shareholders cashed out: The Redemption of 100% of outstanding public shares will extinguish public shareholders’ rights as shareholders, including rights to future liquidation distributions.

Insights

Analyzing...

Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing Securities
The company received a delisting notice, failed to satisfy a continued-listing rule or standard, or transferred its listing.
Public shares to be redeemed 100% of outstanding public shares Board-authorized Redemption in connection with liquidation
Completion Window end date August 12, 2026 Deadline by which the company expected to consummate a business combination
Warrant exercise price $11.50 per share Each whole warrant exercisable for one Class A ordinary share
Class A ordinary share par value $0.0001 per share Par value of Class A ordinary shares listed on Nasdaq
Form 25 filing date August 12, 2026 Date Nasdaq filed Form 25 to delist and deregister the securities
Completion Window regulatory
"prior to the expiration of the Completion Window (as defined in the Company’s Amended"
Redemption financial
"redeem (the “Redemption”) 100% of the outstanding public shares, which Redemption will"
Redemption is when an issuer or holder settles a financial instrument by paying it off or returning it for cash, such as a bond being paid at maturity or a preferred share bought back by the company. It matters to investors because redemption changes when and how they get their money back, can cut off future income from the investment, and affects the issuer’s cash needs—think of it like a loan being paid off early or a store refunding a returned purchase.
Form 25 regulatory
"file with the Securities and Exchange Commission (the “SEC”) a Form 25 Notification"
A Form 25 is an official filing with the U.S. Securities and Exchange Commission used to remove a company's stock or other security from a national exchange list. Investors should care because delisting often means less visibility, lower trading volume and wider price swings—similar to a product moving from a major supermarket to a small local market, which can make buying, selling and valuing the security more difficult.
Form 15 regulatory
"intends to file Form 15 Certification and Notice of Termination of Registration"
A Form 15 is a short filing a public company uses with the U.S. Securities and Exchange Commission to stop or pause its routine public reporting requirements when it meets certain legal thresholds (such as a low number of public shareholders) or other qualifying conditions. Investors should care because filing one typically means less public financial information and lower trading liquidity—similar to a shop taking down its public notice board, making it harder to track performance and buy or sell shares.
Emerging growth company regulatory
"§ 240.12b-2 of this chapter). Emerging growth company"
An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.

FAQ

What is happening to Agriculture & Natural Solutions Acquisition Corp (ANSC)?

ANSC’s board decided the company will cease operations other than winding up, redeem 100% of its outstanding public shares, and then pursue dissolution and liquidation, after determining it will not complete a business combination before August 12, 2026.

Why is ANSC (symbol ANSC) being delisted from Nasdaq?

ANSC notified Nasdaq that it plans to redeem all public shares and liquidate after failing to complete a business combination before its August 12, 2026 Completion Window, and requested Nasdaq file Form 25 to delist and deregister its securities.

What happens to ANSC public shareholders in the Redemption?

The company plans to redeem 100% of the outstanding public shares as promptly as reasonably possible, which will completely extinguish public shareholders’ rights as shareholders, including rights to further liquidation distributions, subject to applicable law and available funds.

What regulatory filings is ANSC making in connection with its delisting and liquidation?

Nasdaq filed a Form 25 on August 12, 2026 to delist and deregister ANSC’s securities under Section 12(b). Afterward, the company intends to file Form 15 to terminate its reporting obligations under Sections 13 and 15(d) of the Exchange Act.

What happens to ANSC’s warrants with symbol ANSCW?

ANSC’s redeemable warrants, each exercisable for one Class A ordinary share at an exercise price of $11.50 per share, were included in the securities suspended from trading and delisted via Form 25, and will no longer be listed on Nasdaq.

AI-generated analysis. How Rhea-AI works. Not financial advice.

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google
Add on Google
Learn about SEC filing dates
false00018541490001854149ansc:UnitsEachConsistingOfOneClassAOrdinaryShareAndOneHalfOfOneWarrantMember2026-08-122026-08-1200018541492026-08-122026-08-120001854149ansc:WarrantsEachWholeWarrantExercisableForOneClassAOrdinaryShareAtAnExercisePriceOf11.50PerShareMember2026-08-122026-08-120001854149ansc:ClassAOrdinarySharesParValue00001PerShareMember2026-08-122026-08-12

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): August 12, 2026

 

 

Agriculture & Natural Solutions Acquisition Corporation

(Exact name of Registrant as Specified in Its Charter)

 

 

Cayman Islands

001-41861

98-1591619

(State or Other Jurisdiction
of Incorporation)

(Commission File Number)

(IRS Employer
Identification No.)

 

 

 

 

 

712 Fifth Avenue, 36th Floor

 

New York, New York

 

10019

(Address of Principal Executive Offices)

 

(Zip Code)

 

Registrant’s Telephone Number, Including Area Code: 212 993-0076

 

 

(Former Name or Former Address, if Changed Since Last Report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:


Title of each class

 

Trading
Symbol(s)

 


Name of each exchange on which registered

Units, each consisting of one Class A ordinary share and one-half of one warrant

 

ANSCU

 

The Nasdaq Stock Market LLC

Class A ordinary shares, par value $0.0001 per share

 

ANSC

 

The Nasdaq Stock Market

Warrants, each whole warrant exercisable for one Class A ordinary share at an exercise price of $11.50 per share

 

ANSCW

 

The Nasdaq Stock Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company


If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

 


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.


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

 

AGRICULTURE & NATURAL SOLUTIONS CORPORATION

 

 

 

 

Date:

August 18, 2026

By:

/s/ Thomas Smith

 

 

Name:

Title:

Thomas Smith
Chief Financial Officer, Chief Accounting Officer and Secretary

 


Filing Exhibits & Attachments

1 document