0001140361-24-013638.txt : 20240315 0001140361-24-013638.hdr.sgml : 20240315 20240315211239 ACCESSION NUMBER: 0001140361-24-013638 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20231206 FILED AS OF DATE: 20240315 DATE AS OF CHANGE: 20240315 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Global Commodities & Investments Ltd. CENTRAL INDEX KEY: 0001927807 ORGANIZATION NAME: STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40722 FILM NUMBER: 24756761 BUSINESS ADDRESS: STREET 1: 90 NORTH CHURCH STREET STREET 2: SECOND FLOOR, STRATHVALE HOUSE CITY: GEORGETOWN STATE: E9 ZIP: NONE BUSINESS PHONE: 345-949-8572 MAIL ADDRESS: STREET 1: 90 NORTH CHURCH STREET STREET 2: SECOND FLOOR, STRATHVALE HOUSE CITY: GEORGETOWN STATE: E9 ZIP: NONE REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Timis Vasile CENTRAL INDEX KEY: 0002014696 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40722 FILM NUMBER: 24756760 MAIL ADDRESS: STREET 1: STANSERSTRASSE 23 CITY: STANSSTAD, NIDWALDEN STATE: V8 ZIP: 6362 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: African Agriculture Holdings Inc. CENTRAL INDEX KEY: 0001848898 STANDARD INDUSTRIAL CLASSIFICATION: AGRICULTURE PRODUCTION - CROPS [0100] ORGANIZATION NAME: 08 Industrial Applications and Services IRS NUMBER: 000000000 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 445 PARK AVENUE STREET 2: NINTH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: (212) 745-1164 MAIL ADDRESS: STREET 1: 445 PARK AVENUE STREET 2: NINTH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 FORMER COMPANY: FORMER CONFORMED NAME: 10X Capital Venture Acquisition Corp. II DATE OF NAME CHANGE: 20210302 4 1 form4.xml FORM 4 X0508 4 2023-12-06 0001848898 African Agriculture Holdings Inc. AAGR 0001927807 Global Commodities & Investments Ltd. 90 NORTH CHURCH STREET, 2ND FLOOR GEORGE TOWN E9 CAYMAN ISLANDS true 0002014696 Timis Vasile C/O GLOBAL COMMODITIES & INVESTMENTS LTD 90 NORTH CHURCH STREET, 2ND FLOOR GEORGE TOWN E9 CAYMAN ISLANDS true false Common Stock 2023-12-06 4 J 0 11701250 A 28080047 D Represents the acquisition from the Issuer of newly-issued shares of Common Stock under the terms of a Share Issuance Agreement by and between the reporting person and the Issuer. There was no cash purchase price for the shares, which were issued as an inducement for the reporting person to transfer certain shares, prior to the consummation of a business combination of the Issuer with African Agriculture, Inc., as required pursuant to that certain Cash-Settled Equity Derivative Transaction agreement by and between the Issuer and Vellar Opportunities Fund Master, Ltd. Global Commodities & Investments Ltd. ("Global") is the record holder of the securities reported herein. Vasile Frank Timis is the majority holder of Global and has voting and dispositive power with respect to the shares held by Global. Mr. Timis disclaims beneficial ownership of these shares, except to the extent of his pecuniary interest therein. Exhibit 99.1 - Joint Filer Information Exhibit 99.2 - Joint Filing Agreement Global Commodities & Investments Ltd by: /s/ Vasile Frank Timis, Director 2024-03-15 /s/ Vasile Frank Timis 2024-03-15 EX-99.1 2 ef20024189_ex99-1.htm EXHIBIT 99.1
Exhibit 99.1
 
Joint Filer Information
 
Name of Joint Filer:
Global Commodities & Investments Ltd.

 
 

Address of Joint Filer:
90 North Church Street, 2nd Floor
George Town, Grand Cayman

 
 

Relationship of Joint Filer to Issuer:
10% Owner

 
 

Issuer Name and Ticker or Trading Symbol:
African Agriculture Holdings Inc. [AAGR]

 
 

Date of Event Requirement Statement (Month/Day/Year):
12/6/2023
       

 
 

Name of Joint Filer:
Vasile Frank Timis

 
 

Address of Joint Filer:
c/o Global Commodities & Investments Ltd.

90 North Church Street, 2nd Floor

George Town, Grand Cayman

 
 

Relationship of Joint Filer to Issuer:
10% Owner

 
 

Issuer Name and Ticker or Trading Symbol:
African Agriculture Holdings Inc. [AAGR]

 
 

Date of Event Requirement Statement (Month/Day/Year):
12/6/2023

 
 


EX-99.2 3 ef20024189_ex99-2.htm EXHIBIT 99.2
Exhibit 99.2

JOINT FILING AGREEMENT
 
The undersigned acknowledge and agree that the foregoing Statement on Form 4 is filed on behalf of each of the undersigned and that all subsequent amendments to this Statement on Form 4 may be filed on behalf of each of the undersigned without the necessity of filing additional joint filing agreements. The undersigned acknowledge that each shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning him or it contained herein or therein, but shall not be responsible for the completeness and accuracy of the information concerning the others, except to the extent that he or it knows or has reason to believe that such information is inaccurate.
 
Date: March 15, 2024

Global Commodities & Investments Ltd.



By:
/s/ Vasile Frank Timis
  

 
Vasile Frank Timis, director
     

/s/ Vasile Frank Timis          
  

Vasile Frank Timis