ALF Centurion Acquisition Corp.

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Executive Summary

Centurion Acquisition Corp. entered into non-redemption agreements with investors covering 4,675,000 public shares, in exchange for the sponsor transferring 1,558,333 founder shares to those investors after a business combination closes. The agreements are designed to increase the likelihood of shareholder approval for a one-year extension of the SPAC's deadline to complete a business combination, from June 12, 2026 to June 12, 2027, and to reduce redemptions from the trust account.

Actionable Insight

Key Facts

• Non-redemption agreements entered into on June 11, 2026 covering 4,675,000 Class A ordinary shares (Non-Redeemed Shares).
• Sponsor to transfer 1,558,333 founder shares to investors upon closing of a business combination, contingent on investors not redeeming and voting for the extension.
• Extension proposal seeks to extend the business combination deadline from June 12, 2026 to June 12, 2027.
• Extraordinary general meeting (EGM) to vote on the extension amendment proposal was previously scheduled via a proxy statement filed on May 21, 2026.
• Agreements terminate if the extension is not approved, the company liquidates, or an investor exercises redemption rights or fails to vote in favor.

Financial Impact

Up to 4,675,000 public shares (approx. $52.6M at ~$11.25/share trust value) kept in trust instead of being redeemed, preserving trust capital for a future business combination.

Risk Factors

• Extension proposal may fail at the EGM, triggering liquidation and a return of ~$10.00-11.25 per share from trust.
• Even if extension passes, the SPAC may fail to complete a business combination within the extended period.
• No target or business combination agreement has been announced; the SPAC remains a blank-check shell.

Market Snapshot

Documents Analyzed

This report is based on 5 SEC documents filed with EDGAR.

US Market Status

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