10X Capital Venture II (VCXA) Shareholders Approve African Agriculture Deal

10X Capital Venture Acquisition Corp. II (NASDAQ:VCXA) announced this afternoon that its shareholders have approved its business combination with African Agriculture at a special meeting held earlier today.

Approximately 82% of all of the 10X II ordinary shares entitled to vote at the meeting were present, with more than 99% of those voting to approve the transaction.

In connection with the meeting, 10X II received redemption requests for 1,857,033 Class A ordinary shares, representing 98.7% in aggregate redemptions since 10X II’s IPO in 2021. Following the redemptions, there are now 262,520 Class A ordinary shares held by public holders remaining.

Just days before its completion vote, the SPAC filed a variety of changes to its combination. The tweaks waived African Agriculture’s requirement to secure an offtake agreement and also shifted 3 million shares to a bonus pool for all combined company shareholders.

10X Capital II also terminated its existing forward-purchase agreement with Vellar Opportunities Fund, replacing it with a cash-settled equity derivative transaction. The combined company will now receive $11.5 million in cash in tranches from Vellar in exchange for 11,500,000 African Agriculture shares.

Subject to customary closing conditions, the closing of the combination is expected to occur tomorrow, December 6. Following the closing, on or about December 7, the ordinary shares of the combined company are expected to begin trading on the NASDAQ under the ticker symbols “AAGR” and “AAGRW”, respectively.

The parties initially announced their $450 million deal on November 3. New York-based African Agriculture is developing alfalfa farms at two sites in Senegal and Niger.