Lakeshore Acquisition II Corp.: debt financing — Lakeshore Acquisition II shareholders approve extension to March 11, 2024; 2.14M shares redeemed

Lakeshore Acquisition II Corp.

Shareholders approved extending business combination deadline from Dec 11, 2023 to up to Mar 11, 2024 via three monthly extensions.
Nature's Miracle will loan $20,000 per monthly extension; $20,000 note deposited to extend to Jan 11, 2024.
2,141,262 ordinary shares redeemed by shareholders at the Dec 6, 2023 extraordinary general meeting.
Amendment No. 2 to Merger Agreement extends outside date to Mar 11, 2024, with potential further extension rights.
2,000 post-combination Class A shares to be issued to Nature's Miracle as consideration for the loan.

item 1.01 item 2.03 item 3.02 item 5.03 item 5.07 item 8.01 item 9.01

Key facts

Extracted from this filing and checked against the source text.

Debt Financings SEC 8-K Item 2.03/2.04 confidence 0.9

Lakeshore Acquisition II Corp. incurred loan of $20,000 with Nature’s Miracle, Inc. at The Note does not bear interest maturing the earlier of (i) the closing of the Company’s initial business combination and (ii) March 11, 2024.

Instrument: loan
Principal: $20,000
Counterparty: Nature’s Miracle, Inc.
Rate: The Note does not bear interest
Maturity: the earlier of (i) the closing of the Company’s initial business combination and (ii) March 11, 2024
Event: incurrence

Exact text from the filing

On December 7, 2023, the Company issued an unsecured promissory note dated December 7, 2023, in the aggregate principal amount of $20,000 (the “Note”) to Nature’s Miracle.

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Governance Changes SEC 8-K Item 5.03/5.05/5.06 confidence 0.9

Lakeshore Acquisition II Corp.: Extended the deadline to complete a business combination from December 11, 2023 to up to March 11, 2024, with monthly extensions requiring deposits into the trust account (effective 2023-12-08).

Change: charter amendment
Effective: 2023-12-08

Exact text from the filing

Subsequent to the approval by the shareholders of Lakeshore of the Amendment to Lakeshore’s Amended and Restated Memorandum and Articles of Association (the “ Charter Amendment ”), on December 8, 2023, Lakeshore filed the Charter Amendment with the Registrar of Companies in the Cayman Islands and was effective on that date.

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

Lakeshore Acquisition II Corp. amended Amendment No. 2 to the Merger Agreement with Nature's Miracle, Inc. valued at $20,000 (effective 2023-12-08).

Action: amendment
Agreement: merger
Counterparty: Nature's Miracle, Inc.
Value: $20,000
Effective: 2023-12-08

Exact text from the filing

On December 8, 2023, the Company entered into Amendment No. 2 to the Merger Agreement (the “Amendment”) with the other parties thereto.

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Shareholder Votes SEC 8-K Item 5.07 confidence 0.9

Lakeshore Acquisition II Corp. shareholders approved The Extension Proposal — amend the charter to extend the business combination deadline from December 11, 2023 to March 11, 2024, with up to three monthly extensions. at the 2023-12-06 meeting.

Proposal: charter amendment
Outcome: passed
Meeting: 2023-12-06

Exact text from the filing

4,906,398 0 0 The proposal described above was approved by Lakeshore’s shareholders at the General Meeting.

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Source: SEC EDGAR

accession 0001213900-23-094723

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