Item 3. Legal Proceedings
Item
3. Legal Proceedings.
We
are not currently a party to any material litigation or other legal proceedings brought against us. We are also not aware of any legal
proceeding, investigation or claim, or other legal exposure that has a more than remote possibility of having a material adverse effect
on our business, financial condition or results of operations.
Item
4. Mine Safety Disclosures.
Not
applicable.
PART
II
Item
5. Market Information.
Our
Units, Ordinary Shares, and Rights are each traded on The Nasdaq Global Market (“Nasdaq”) under the symbols “TENKU,”
“TENK,” and “TENKR,” respectively.
Holders
As
of the date hereof, we had 4 holders of record of our Units, 4 holders of record of our separately traded Ordinary Shares, and 1
holder of our separately traded Rights. The number of record holders was determined from the records of our transfer agent.
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Dividends
We
have not paid any cash dividends on our Ordinary Shares to date and do not intend to pay cash dividends prior to the completion of our
initial business combination. The payment of cash dividends in the future will be dependent upon our revenues and earnings, if any, capital
requirements and general financial condition subsequent to completion of our initial business combination. The payment of any cash dividends
subsequent to our initial business combination will be within the discretion of our Board of Directors at such time. In addition, our
Board of Directors is not currently contemplating and does not anticipate declaring any share dividends in the foreseeable future. Further,
if we incur any indebtedness in connection with our initial business combination, our ability to declare dividends may be limited by
restrictive covenants we may agree to in connection therewith.
Securities
Authorized for Issuance Under Equity Compensation Plans
None.
Recent
Sales of Unregistered Securities; Use of Proceeds from Registered Offerings
On
July 18, 2023, the Company issued an unsecured promissory note in the aggregate principal amount of $660,000 (the “Extension Fee”)
to the Sponsor. The Extension Fee was issued in connection with the Company’s amended and restated memorandum and articles of association
(the “ Second A&R Memorandum and Articles ”) which provides that the
Company may extend the period of time to consummate a business combination up to three times, each by an additional three months, subject
to our Sponsor, or its designee, depositing $660,000 into the trust account of the Company. On July 18, 2023, the Company deposited $660,000
into the trust account of the Company to extend the date by which it must consummate an initial business combination from July 18, 2023
to October 18, 2023 (the “Extension”).
On
October 18, 2023, the Company issued an unsecured promissory note in the aggregate principal amount of $660,000 (“Extension Fee
No. 2”) to the Sponsor, pursuant to the Second A&R Memorandum and Articles .
On October 18, 2023, the Company deposited $660,000 into the trust account of the Company to extend the date by which it must consummate
an initial business combination from October 18, 2023 to January 18, 2024 (“Extension No.2”).
On
January 17, 2024, the Company held an extraordinary general meeting of shareholders (the “Meeting”), in lieu of the 2023
annual general meeting, at which the Company’s shareholders approved, among other proposals, a proposal, by special resolution,
to amend the Company’s Second A&R Memorandum and Articles in their entirety and the substitution in their place of the
third amended and restated memorandum and articles of association of the Company (the “ Third A&R Memorandum and Articles ”),
which provides that the Company may elect to extend the date by which the Company has to consummate a business combination (the “ Combination
Period ”) for a total of eight (8) times, as follows:
(a)
for a deposit into the Company’s
trust an amount equal to the lesser of $200,000 or $0.10 per public share that is not redeemed, an additional three (3) month extension
from January 18, 2024 to April 18, 2024; and
(b)
for a deposit into the Company’s
trust an amount equal to the lesser of $66,667 or $0.03 per public share that is not redeemed, for each month during the subsequent additional
one (1) month extensions from April 18, 2024 to November 18, 2024.
On
January 17, 2024, the Company issued an unsecured promissory note in the aggregate principal amount of $200,000 (“Extension Fee
No. 3”) to Citius Pharma, pursuant to the Third A&R Memorandum and Articles .
On January 17, 2024, Citius Pharma deposited $200,000 into the trust account of the Company to extend the date by which it must consummate
an initial business combination from January 18, 2024 to April 18, 2024 (“Extension No.3”).
Purchases
of Equity Securities by the Issuer and Affiliated Purchasers
None.
Item
6. Reserved.
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Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.