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Filing tables
Filing exhibits
- S-1 IPO registration
- 1.1 Form of Underwriting Agreement
- 3.1 Memorandum of Association of the Registrant
- 3.1 Articles of Association of the Registrant
- 3.2 Form of Amended and Restated Memorandum and Articles of Association of the Registrant
- 4.1 Form of Specimen Unit Certificate
- 4.2 Form of Specimen Class a Ordinary Share Certificate
- 4.3 Form of Specimen Share Right Certificate
- 4.4 Form of Right Agreement Between Continental Stock Transfer & Trust Company and the Registrant
- 5.1 Opinion of Ellenoff Grossman & Schole LLP
- 5.2 Opinion of Ogier (Cayman) LLP, Cayman Islands Counsel to the Registrant
- 10.1 Form of Letter Agreement Among the Registrant, K&F Growth Acquisition LLC II and Each of the Officers and Directors of the Registrant
- 10.2 Form of Investment Management Trust Agreement Between Continental Stock Transfer & Trust Company and the Registrant
- 10.3 Form of Registration Rights Agreement Among the Registrant, K&F Growth Acquisition LLC II and the Holders Signatory Thereto
- 10.4 Form of Private Placement Units Purchase Agreement Between the Registrant and K&F Growth Acquisition LLC II
- 10.5 Form of Private Placement Units Purchase Agreement Between the Registrant and Btig
- 10.6 Form of Indemnity Agreement
- 10.7 Promissory Note Issued to K&F Growth Acquisition LLC II
- 10.8 Securities Subscription Agreement Between K&F Growth Acquisition LLC II and the Registrant
- 10.9 Form of Administrative Services Agreement
- 14.1 Form of Code of Ethics
- 23.1 Consent of Withum Smith+brown, PC
- 99.1 Form of Audit Committee Charter
- 99.2 Form of Compensation Committee Charter
- 99.3 Consent of James Murren to Be Named As Director Nominee
- 99.4 Consent of Joyce Arpin to Be Named As Director Nominee
- 99.5 Consent of Geoff Freeman to Be Named As Director Nominee
- EX-FILING FEES Filing Fee Table
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Exhibit 23.1
CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
We hereby consent to the use in the Prospectus constituting a part of this Registration Statement on Form S-1 of our report dated August 22, 2024, relating to the financial statements of K&F Growth Acquisition Corp. II as of July 10, 2024 and for the period from July 2, 2024 (inception) through July 10, 2024, which is contained in that Prospectus. We also consent to the reference to our firm under the caption “Experts” in the Prospectus.
/s/WithumSmith+Brown, PC
New York, New York
October 31, 2024