Form F-4

Big Tree Cloud Enters into Definitive Merger Agreement with Plutonian Acquisition Corp. (Nasdaq: PLTN)

Retrieved on: 
Wednesday, October 11, 2023
Cloud, Acquisition, Tripura Merger Agreement, Wilson Sonsini Goodrich & Rosati, Combination company, Commerce, P.C, Form, Maples Group, Form F-4, Marketing, Pub, Sleep hygiene, Research, Retail, Security (finance), Transaction

Big Tree Cloud's product portfolio places a strong emphasis on feminine hygiene products with its sterilized feminine pads and menstrual pants.

Key Points: 
  • Big Tree Cloud's product portfolio places a strong emphasis on feminine hygiene products with its sterilized feminine pads and menstrual pants.
  • "We are excited to complete this business combination between Plutonian and Big Tree Cloud.
  • Upon closing, the current shareholder of Big Tree Cloud will retain a majority of the outstanding shares of the Combined Business and Big Tree Cloud will designate a majority of the proposed directors for the Combined Company's board.
  • Paul Hastings LLP, Commerce & Finance Law Offices and Maples Group are serving as legal counsel to Big Tree Cloud.

Athena Consumer Acquisition Corp. to Adjourn Special Meeting of Stockholders and Special Meeting of Warrant Holders Until September 29, 2023

Retrieved on: 
Wednesday, September 27, 2023
Communication, Probability, Failure, Eastern Time Zone, COVID-19, Xi, Form F-4, Business, Business analyst, Fifth Avenue, Person, Government, Register, Name, Risk, Ix, XV, Vii, Special, Registration statement, Form, NYSE, Security (finance), Risk management, Topco

Athena and e.GO expect to close the Business Combination shortly after the Special Meetings, subject to the approval of Athena’s stockholders at the Special Meeting and other closing conditions.

Key Points: 
  • Athena and e.GO expect to close the Business Combination shortly after the Special Meetings, subject to the approval of Athena’s stockholders at the Special Meeting and other closing conditions.
  • The Registration Statement has been declared effective by the SEC on September 22, 2023.
  • The definitive proxy statement/final prospectus has been mailed to stockholders and warrant holders of Athena of record as of August 28, 2023.
  • e.GO and Athena anticipate that subsequent events and developments will cause e.GO’s and Athena’s assessments to change.

e.GO’s Registration Statement on Form F-4 in Connection With Its Proposed Business Combination With Athena Declared Effective by the U.S. Securities and Exchange Commission

Retrieved on: 
Monday, September 25, 2023
Retail, Automotive Manufacturing, Energy, Manufacturing, Alternative Vehicles, Fuels, Technology, Business, Other Automotive, EV, Electric Vehicles, Professional Services, Supply Chain Management, General Automotive, Other Technology, Automotive, Other Energy, Vehicle Technology, Form, Business analyst, Form F-4, Acquisition, NYSE, Electric Bond and Share Company v. Securities and Exchange Commission, Special, Security (finance)

Next.e.GO Mobile SE (“e.GO”), an innovative producer of urban electric vehicles and Athena Consumer Acquisition Corp. (NYSE American: ACAQ) (“Athena”), a publicly-traded special purpose acquisition company, announced today that the U.S. Securities and Exchange Commission (“the SEC”) has declared effective the registration statement on Form F-4 of e.GO (the “Registration Statement”) in connection with its proposed business combination (the “Business Combination”) among e.GO, Athena, Next.e.GO B.V., a wholly-owned subsidiary of e.GO (“TopCo”), and Time is Now Merger Sub, Inc., a wholly-owned subsidiary of TopCo (“Merger Sub”).

Key Points: 
  • Next.e.GO Mobile SE (“e.GO”), an innovative producer of urban electric vehicles and Athena Consumer Acquisition Corp. (NYSE American: ACAQ) (“Athena”), a publicly-traded special purpose acquisition company, announced today that the U.S. Securities and Exchange Commission (“the SEC”) has declared effective the registration statement on Form F-4 of e.GO (the “Registration Statement”) in connection with its proposed business combination (the “Business Combination”) among e.GO, Athena, Next.e.GO B.V., a wholly-owned subsidiary of e.GO (“TopCo”), and Time is Now Merger Sub, Inc., a wholly-owned subsidiary of TopCo (“Merger Sub”).
  • Athena has scheduled the special meeting of its stockholders (the “Special Meeting”) and the special meeting of its warrant holders (the “Warrant Holders Meeting” and together with the Special Meeting, the “Special Meetings”) for September 28, 2023 to, among other things, approve the proposed Business Combination and the proposed warrant exchange which will become effective immediately prior to the closing of the Business Combination.
  • Ali Vezvaei, Chairman of e.GO, said: “Today represents a remarkable milestone as we move towards our proposed U.S. listing, providing us with the opportunity to advance our growth strategy and expand our global footprint.
  • We have diligently sought out a partner that aligns with our vision, and we are confident that this transaction will position us for long-term success.

Cheche Group Inc. and Prime Impact Complete Business Combination

Retrieved on: 
Monday, September 18, 2023
Insurance, Software as a service, Completeness, 8-K, Sponsor, PIPE, NEV, Form F-4, Business, Business analyst, Sumathi Best Television Current Reporting Award, SAN, Form, CFO, Entrepreneurship, Ecosystem, Security (finance), Cryptocurrency, Cheche

BEIJING and SAN JOSE, Calif., Sept. 18, 2023 /PRNewswire/ -- Cheche Group Inc. ("Cheche" or the "Company"), China's leading auto insurance technology platform, today announced the completion of a previously announced business combination (the "Business Combination") with Prime Impact Acquisition I ("Prime Impact") on September 14, 2023.

Key Points: 
  • BEIJING and SAN JOSE, Calif., Sept. 18, 2023 /PRNewswire/ -- Cheche Group Inc. ("Cheche" or the "Company"), China's leading auto insurance technology platform, today announced the completion of a previously announced business combination (the "Business Combination") with Prime Impact Acquisition I ("Prime Impact") on September 14, 2023.
  • The announcement of the completion of the Business Combination comes after Prime Impact's shareholders voted to approve the transaction on September 12, 2023 and all remaining closing conditions were met.
  • "We are pleased to announce the completion of our Business Combination with Cheche and are very excited about the Company's future as an innovative technology leader," said Mark Long, Co-Founder, Co-CEO, and CFO of Prime Impact.
  • In addition, Prime Impact Cayman, LLC (the "Sponsor") subscripted for 634,228 Class A ordinary shares of Cheche at $10.00 per share in settlement of the Sponsor's obligations with respect to the payment of certain Prime Impact transaction expenses in connection with the Business Combination.

Athena Consumer Acquisition Corp. to Adjourn Special Meeting of Stockholders and Special Meeting of Warrant Holders Until September 28, 2023

Retrieved on: 
Friday, September 15, 2023
Communication, Shareholder, Probability, Failure, Eastern Time Zone, COVID-19, Xi, Form F-4, Business, Business analyst, Fifth Avenue, Person, Government, Register, Name, Risk, Ix, XV, Special, Vii, Registration statement, Form, NYSE, Security (finance), Risk management, Topco

Athena and e.GO expect to close the Business Combination shortly after the Special Meetings, subject to the approval of Athena’s stockholders at the Special Meeting and other closing conditions.

Key Points: 
  • Athena and e.GO expect to close the Business Combination shortly after the Special Meetings, subject to the approval of Athena’s stockholders at the Special Meeting and other closing conditions.
  • This communication is not a substitute for the Registration Statement, the definitive proxy statement/final prospectus or any other document that Athena will send to its stockholders and warrant holders in connection with the Business Combination.
  • The definitive proxy statement/final prospectus will be mailed to stockholders and warrant holders of Athena of record as of August 28, 2023 when available.
  • e.GO and Athena anticipate that subsequent events and developments will cause e.GO’s and Athena’s assessments to change.

Vitru Announces Proposed Group Restructuring and Migration of Listing

Retrieved on: 
Tuesday, September 5, 2023
Communication, IPO, ADS, Form F-4, Novo Mercado, Cyprus Securities and Exchange Commission, Sale, CVM, Prospectus, Form, FORM, B3, Security (finance), Cryptocurrency, Vitrue, Inc.

If approved, the proposal would merge Vitru into its wholly-owned subsidiary, Vitru Brasil Empreendimentos, Participações e Comércio S.A., a Brazilian corporation (sociedade anônima) (“Vitru Brazil”), pursuant to which Vitru Brazil would be the surviving entity and would become the new holding company for the Vitru group.

Key Points: 
  • If approved, the proposal would merge Vitru into its wholly-owned subsidiary, Vitru Brasil Empreendimentos, Participações e Comércio S.A., a Brazilian corporation (sociedade anônima) (“Vitru Brazil”), pursuant to which Vitru Brazil would be the surviving entity and would become the new holding company for the Vitru group.
  • Vitru Brazil intends to list its common shares under the Novo Mercado segment of B3 S.A. – Brasil, Bolsa, Balcão (the “B3”).
  • It is expected that Vitru Brazil will set up a temporary American depositary shares (“ADS”) program to facilitate the delivery of common shares of Vitru Brazil to holders of common shares of Vitru Cayman.
  • This communication is being made in respect of the proposed corporate restructuring of Vitru and Vitru Brazil.

ATHENA CONSUMER ACQUISITION CORP. ANNOUNCES SPECIAL MEETINGS DATE TO APPROVE PROPOSED BUSINESS COMBINATION WITH NEXT.E.GO MOBILE SE

Retrieved on: 
Friday, September 1, 2023
Exercise, Communication, Shareholder, Probability, Failure, Date, COVID-19, Xi, Form F-4, Business analyst, Fifth Avenue, Person, Government, Sale, Register, Name, Prospectus, Risk, Ix, XV, Vii, Special, Form, NYSE, Proxy, Registration statement, Security (finance), Risk management, Topco

New York, NY, Sept. 01, 2023 (GLOBE NEWSWIRE) --  Athena Consumer Acquisition Corp. (“Athena”) (NYSE American: ACAQ.U, ACAQ, ACAQ WS) announced today that it has called the special meeting of its stockholders (the “Special Meeting”) and the special meeting of its warrant holders (the “Warrant Holders Meeting” and together with the Special Meeting, the “Special Meetings”) for September 21, 2023, to, among other things, approve the proposed business combination (the “Business Combination”) among Athena, Next.e.GO Mobile SE (“e.GO”), Next.e.GO B.V., a wholly-owned subsidiary of e.GO (“TopCo”), and Time is Now Merger Sub, Inc., a wholly-owned subsidiary of TopCo (“Merger Sub”) and the proposed warrant exchange which will effect immediately prior to the closing of the Business Combination. Stockholders and warrant holders of record as of the close of business on August 28, 2023, the record date for the Special Meeting and the Warrant Holders Meeting (the “Record Date”), will be entitled to vote their shares and/or warrants at the Special Meetings, as applicable, either in person or by proxy. Notices of the Special Meetings were mailed on September 1, 2023 to stockholders and warrant holders of record as of the Record Date. The Special Meetings will be held virtually, at https://www.cstproxy.com/athenaconsumerspac/2023.

Key Points: 
  • Notices of the Special Meetings were mailed on September 1, 2023 to stockholders and warrant holders of record as of the Record Date.
  • The Special Meetings will be held virtually, at https://www.cstproxy.com/athenaconsumerspac/2023 .
  • The definitive proxy statement/final prospectus will be mailed to stockholders and warrant holders of Athena of record as of August 28, 2023 when available.
  • These forward-looking statements should not be relied upon as representing e.GO’s and Athena’s assessments as of any date subsequent to the date of this communication.

Otonomo Technologies Ltd. Announces Extension of Exchange Offer and Consent Solicitation Relating to Warrants

Retrieved on: 
Monday, August 21, 2023
Piper Sandler Companies, Consent, Eastern Time Zone, Common stock, Form F-4, Personal Information Agent, Sale, Schedule, Warrant, Offer, SAN, Form, Security (finance)

The Offer and Consent Solicitation was previously scheduled to expire at 11:59 P.M., Eastern Time, on August 21, 2023.

Key Points: 
  • The Offer and Consent Solicitation was previously scheduled to expire at 11:59 P.M., Eastern Time, on August 21, 2023.
  • Pursuant to the Offer, the Company is offering up to an aggregate of 230,877 Ordinary Shares in exchange for the warrants.
  • For all questions relating to the Offer and Consent Solicitation, please contact the Information Agent, D.F.
  • The Offer and Consent Solicitation are being made only through the Schedule TO and Prospectus/Offer to Exchange, and the complete terms and conditions of the Offer and Consent Solicitation are set forth in the Schedule TO and Prospectus/Offer to Exchange.

VinFast And Black Spade Acquisition Co Complete Business Combination

Retrieved on: 
Tuesday, August 15, 2023
EV, Form F-4, Business, Business analyst, Bangladesh Securities and Exchange Commission, NYSE, Sumathi Best Television Current Reporting Award, NYSE American, Form, Security (finance), Cryptocurrency, Black Spades, VinFast

HONG KONG, Aug 15, 2023 - (ACN Newswire) - VinFast Auto Ltd. ("VinFast") and Black Spade Acquisition Co (NYSE: BSAQ) ("Black Spade") today announced the completion of their previously announced business combination (the "Business Combination").

Key Points: 
  • HONG KONG, Aug 15, 2023 - (ACN Newswire) - VinFast Auto Ltd. ("VinFast") and Black Spade Acquisition Co (NYSE: BSAQ) ("Black Spade") today announced the completion of their previously announced business combination (the "Business Combination").
  • The announcement of the completion of the Business Combination comes after Black Spade's shareholders voted to approve the transaction on August 10, 2023.
  • As a result of the Business Combination, Black Spade became a wholly owned subsidiary of VinFast and is expected to be delisted from the NYSE American LLC.
  • Mr. Dennis Tam, Chairman and Co-CEO, Black Spade Acquisition Co, shared, "We are very pleased to announce the successful completion of the Business Combination with VinFast, an exceptionally fast-growing and scalable company in the electric vehicle ("EV") sector.

VinFast's Registration Statement on Form F-4 in Connection with Its Proposed Business Combination with Black Spade Declared Effective by The U.S. Securities and Exchange Commission

Retrieved on: 
Saturday, July 29, 2023
EV, Form F-4, EGM, VinFast VF e34, Movement, EVS, Sumathi Best Television Current Reporting Award, F-4, NYSE American, Form, Security (finance), NYSE, Automation, Cryptocurrency, Black Spades, VinFast

Ltd. ("VinFast" or "the Company") and Black Spade Acquisition Co (NYSE: BSAQ) ("Black Spade") announced that the U.S. Securities and Exchange Commission ("the SEC") has declared effective the registration statement on Form F-4 of VinFast in connection with its proposed business combination with Black Spade.

Key Points: 
  • Ltd. ("VinFast" or "the Company") and Black Spade Acquisition Co (NYSE: BSAQ) ("Black Spade") announced that the U.S. Securities and Exchange Commission ("the SEC") has declared effective the registration statement on Form F-4 of VinFast in connection with its proposed business combination with Black Spade.
  • Black Spade has scheduled the Extraordinary General Meeting of Shareholders ("EGM") to approve the proposed business combination with VinFast to be held on August 10, 2023.
  • The business combination values VinFast at an enterprise value of US$27 billion and an equity value of US$23 billion.
  • Additional information about the proposed transaction, including a copy of the business combination agreement, is available in Black Spade's Current Report on Form 8-K, filed on May 12, 2023 with the Securities and Exchange Commission ("SEC") at www.sec.gov.