Fog Cutter Holdings LLC, a Delaware limited liability company, completed its acquisition of the sponsor role for Tavia Acquisition Corp. on October 1, 2026. The transaction, referred to as the Purchase and Sponsor Handover Agreement, was signed on September 29, 2026, between Fog Cutter Holdings, Tavia Acquisition Corp., and the previous sponsor, Tavia Sponsor Pte. Ltd. Under the terms of the agreement, the new sponsor purchased 2,243,333 ordinary shares and 249,107 private units from the outgoing sponsor. Each private unit consists of one ordinary share and one right to receive one-tenth of an ordinary share upon the completion of an initial business combination.
The Board of Directors of Tavia Acquisition Corp. approved the agreement on September 29, 2026. The closing occurred on October 1, 2026, following the satisfaction or waiver of specified conditions. As part of the transition, Kanat Mynzhanov and Askar Mametov resigned from their positions as officers of the special purpose acquisition company (SPAC), and Mametov also resigned from the Board. The new sponsor assumed the obligations of the previous sponsor under the registration rights agreement and letter agreement dated December 3, 2024, excluding specific sections not assumed. The administrative services agreement between the SPAC and the previous sponsor terminated as of the closing date.
Financial responsibilities shifted to Fog Cutter Holdings effective October 1, 2026. The new sponsor is now responsible for funding monthly contributions to the SPAC's trust account, capped at $60,000 per month, starting with the October 2026 contribution. Additionally, Fog Cutter Holdings assumed responsibility for funding the SPAC's operating expenses from that date forward. Following the sale of the transferred interests, Tavia Sponsor Pte. Ltd. retained 1,500,000 ordinary shares. Approximately $100,000 held by the SPAC in its operating account outside the trust account remained with the company for working capital purposes.
In a separate development reported on September 28, 2026, directors Christophe Charlier, Marsha Kutkevitch, and Darrell Mays resigned from the Board and their corresponding committees. The company stated that these resignations were not the result of any disagreements regarding operations, policies, or practices. The Board ratified these resignations on September 29, 2026. To fill the vacancy created by these departures and subsequent changes, Andrew Wiederhorn was appointed as a Class III director effective October 1, 2026.
Andrew A. Wiederhorn serves as Chairman and CEO of Fog Cutter Holdings LLC. He is the founder of FAT Brands Inc., a multi-brand restaurant operator and franchisor, where he served in various executive roles between March 2017 and March 2026. Wiederhorn also previously served as Chairman of Twin Hospitality Group Inc. from August 2025 to March 2026. He holds a B.S. degree in Business Administration from the University of Southern California, with an emphasis in Finance and Entrepreneurship. His background includes founding Fog Cutter Capital Group Inc., Wilshire Financial Services Group Inc., and Wilshire Credit Corporation.