UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2024

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission File Number: 001-41246

Chenghe Acquisition I Co.

(Exact name of registrant as specified in its charter)


Cayman Islands	98-1605340
(State or other jurisdiction of incorporation)	(IRS Employer Identification No.)

38 Beach Road #29-11 South Beach Tower Singapore	189767
(Address of principal executive offices)	(Zip Code)

(+65) 9851 8611 (Registrant’s telephone number, including area code) LatAmGrowth SPAC (Former name or former address, if changed since last report) Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Units, each consisting of one Class A ordinary share, $0.0001 par value, and one-half of one redeemable warrant	LATGU	The Nasdaq Stock Market LLC
Class A ordinary shares	LATG	The Nasdaq Stock Market LLC

Indicate by check mark whether the Registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
YES ☒ NO ☐

Indicate by check mark whether the Registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the Registrant was required to submit such files). YES ☒ NO ☐

Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definition of “large accelerated filer”, “accelerated filer”, and “smaller reporting company” in Rule 12b-2 of the Exchange Act.:


Large accelerated filer ☐	Accelerated filer ☐
Non-accelerated filer ☒	Smaller reporting company ☒
	Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). YES ☒ NO ☐

As of November 12, 2024, there were 4,592,558 Class A ordinary shares, $0.0001 par value, and 2,191,873 Class B ordinary shares, $0.0001 par value, issued and outstanding.

Table of Contents

CHENGHE ACQUISITION I CO.

Form 10-Q for the Quarter Ended September 30, 2024

Table of Contents

		Page
PART I. FINANCIAL INFORMATION			1
Item 1.	Financial Statements		1
	Condensed Balance Sheets as of September 30, 2024 (Unaudited) and December 31, 2023		1
	Unaudited Condensed Statements of Operations for the three and nine months ended September 30, 2024 and 2023		2
	Unaudited Condensed Statements of Changes in Shareholders’ Deficit for the three and nine months ended September 30, 2024 and 2023		3
	Unaudited Condensed Statements of Cash Flows for the nine months ended September 30, 2024 and 2023		4
	Notes to Unaudited Condensed Financial Statements		5
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations		25
Item 3.	Quantitative and Qualitative Disclosures About Market Risk		31
Item 4.	Controls and Procedures.		32
PART II. OTHER INFORMATION			33
Item 1.	Legal Proceedings		33
Item 1A.	Risk Factors		33
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds		33
Item 3.	Defaults upon Senior Securities		33
Item 4.	Mine Safety Disclosures		33
Item 5.	Other Information		33
Item 6.	Exhibits		34
PART III. SIGNATURES			35

Table of Contents

PART I. FINANCIAL INFORMATION

Item 1.

Financial Statements

CHENGHE ACQUISITION I CO.

CONDENSED BALANCE SHEETS


	September 30,		December 31,
	2024		2023
	(Unaudited)
Assets
Current Assets
Cash	$	—	$	—
Prepaid expenses		28,000		3,640
Total Current Assets		28,000		3,640
Cash held in Trust Account		45,839,269		43,605,597
Total Assets	$	45,867,269	$	43,609,237

Liabilities, Redeemable Ordinary Shares and Shareholders’ Deficit
Current Liabilities
Accounts payable and accrued expenses	$	2,213,502	$	1,716,466
Promissory Note - Related Party		1,497,479		404,170
Transaction costs payable		788,375		—
Total Current Liabilities		4,499,356		2,120,636
Warrant liabilities		432,000		144,000
Total Liabilities		4,931,356		2,264,636

Commitments and Contingencies (Note 6)

Class A ordinary shares subject to possible redemption, 3,941,873 shares at redemption value of $11.63 and $11.06 at September 30, 2024 and December 31, 2023, respectively		45,839,269		43,605,597

Shareholders’ Deficit
Preference shares, $0.0001 par value; 1,000,000 shares authorized; none issued and outstanding		—		—
Class A ordinary shares, $0.0001 par value; 200,000,000 shares authorized; 1,058,127 issued and outstanding (excluding 3,941,873 shares subject to possible redemption) at September 30, 2024 and December 31, 2023		106		106
Class B ordinary shares, $0.0001 par value; 20,000,000 shares authorized; 2,191,873 shares issued and outstanding at September 30, 2024 and December 31, 2023		219		219
Additional paid-in capital		—		1,960,254
Accumulated deficit		(4,903,681)		(4,221,575)
Total Shareholders’ Deficit		(4,903,356)		(2,260,996)
Total Liabilities, Redeemable Ordinary Shares and Shareholders’ Deficit	$	45,867,269	$	43,609,237

The accompanying notes are an integral part of these unaudited condensed financial statements.

Table of Contents

CHENGHE ACQUISITION I CO.

UNAUDITED CONDENSED STATEMENTS OF OPERATIONS


	For the Three Months Ended September 30,				For the Nine Months Ended September 30,
	2024		2023		2024		2023
Formation and operating costs	$	550,635	$	368,052	$	1,565,985	$	1,021,230
Loss from operations		(550,635)		(368,052)		(1,565,985)		(1,021,230)
Other income:
Other income attributable to the reduction of deferred underwriting fee allocated to offering costs		—		186,550		—		186,550
Gain (loss) on change in fair value of warrants		288,000		416,950		(288,000)		1,726,560
Trust interest income		486,747		778,829		1,445,297		3,069,235
Total other income, net		774,747		1,382,329		1,157,297		4,982,345

Net income (loss)	$	224,112	$	1,014,277	$	(408,688)	$	3,961,115

Basic and diluted weighted average shares outstanding of Class A ordinary shares subject to possible redemption		3,941,873		5,600,483		3,941,873		8,517,081
Basic and diluted net income (loss) per share, Class A ordinary shares subject to possible redemption	$	0.03	$	0.11	$	(0.06)	$	0.34
Basic and diluted weighted average shares outstanding of non-redeemable Class A and Class B ordinary shares		3,250,000		3,250,000		3,250,000		3,250,000
Basic and diluted net income (loss) per share, non-redeemable Class A and Class B ordinary shares	$	0.03	$	0.11	$	(0.06)	$	0.34

The accompanying notes are an integral part of these unaudited condensed financial statements.

Table of Contents

CHENGHE ACQUISITION I CO.

UNAUDITED CONDENSED STATEMENTS OF CHANGES IN SHAREHOLDERS’ DEFICIT

FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2024

Total

Class A Ordinary Shares

Class B Ordinary Shares

Additional

Accumulated

Shareholder’s

SEC Form 10-Q filed by Chenghe Acquisition I Co.