SPAC Clarifies $1.475M Liability, Secures Exclusive Financial Advisor for De-SPAC

summarizeSummary

FutureTech II Acquisition Corp. clarified a $1.475 million promissory note, making its payment contingent on the De-SPAC closing, and appointed D. Boral Capital as its exclusive financial advisor for the business combination with Longevity Biomedical, Inc.

check_boxKey Events

• Promissory Note Corrected

  FutureTech II Acquisition Corp. and Longevity Biomedical, Inc. executed a corrected promissory note for $1.475 million, making the payment contingent on the closing of their De-SPAC business combination. This clarifies a previous omission, reducing the SPAC's unconditional liability.

• Exclusive Financial Advisor Appointed

  D. Boral Capital, LLC was engaged as the sole and exclusive financial advisor for the De-SPAC transaction with Longevity Biomedical, Inc., which was initially announced in a Form S-4 registration statement dated February 14, 2025.

• Long-Term Right of First Refusal Granted

  The engagement grants D. Boral an irrevocable right of first refusal for 36 months post-closing for all future public and private equity/debt offerings and M&A advisory.

auto_awesomeAnalysis

This 8-K filing provides two key updates related to FutureTech II Acquisition Corp.'s ongoing De-SPAC transaction with Longevity Biomedical, Inc. The most significant is the correction of a $1.475 million promissory note, which now explicitly states that the company's obligation to pay is contingent upon the successful closing of the business combination. This clarification reduces the company's financial risk if the merger does not materialize. Additionally, the company formalized an engagement with D. Boral Capital as its sole financial advisor for the De-SPAC, granting D. Boral a broad, 36-month right of first refusal for all future equity and debt offerings and M&A advisory post-closing. While securing an advisor is a necessary step for the De-SPAC, the extensive right of first refusal could potentially limit the company's flexibility in future financing and advisory choices.