| Source: 8i Acquisition 2 Corp
Singapore, June 10, 2022 (GLOBE NEWSWIRE) — 8i Acquisition 2 Corp. (the “Company” or “LAX”) (NASDAQ: LAX), a publicly traded special purpose acquisition company, and EUDA Health Limited (“EUDA Health”), a Singapore-based digital health platform that aims to make healthcare more affordable, accessible, and improve the patient experience by delivering improved outcomes through personalized healthcare, today announced an amendment to the Share Purchase Agreement (the “SPA Amendment”) to, among other things, reduce the consideration payable by LAX to EUDA Health, and limit the earn-out payment available to the seller of EUDA Health in connection with the Share Purchase.
As previously announced, LAX entered into the Share Purchase Agreement dated April 11, 2022 (the “SPA”), with EUDA Health, Watermark Developments Limited, a British Virgin Islands business company (the “Seller”), and Kwong Yeow Liew, acting as Representative of the Indemnified Parties. Pursuant to the terms of the SPA, a business combination between LAX and EUDA Health will be effected through the purchase by LAX of all the issued and outstanding shares of EUDA Health from the Seller.
EUDA Health has revised its financial projections for 2022 to 2026 to account for the delays caused by the ongoing COVID-19 restrictions in some overseas markets, such as Indonesia and India, where EUDA Health has plans to expand into from 2022 to 2026. EUDA Health estimates that these restrictions would cause a delay of between twelve to twenty-four months in the commercial launch of EUDA Health’s services in these markets. In the revised projections, the Singapore market is set as the core market in determining the valuation of EUDA Health, and its regional expansion plan has been excluded even though EUDA Health is currently actively continuing its regional expansion plan particularly in Indonesia and India.
LAX and EUDA Health have agreed to revised transaction terms resulting in a pro forma enterprise value (assuming no redemption at closing) for the combined company of $172 million by issuing 14 million new LAX ordinary shares for 100% of EUDA Health and an earn out of up to 4 million LAX ordinary shares before December 31, 2024.
James Meng Dong Tan, CEO & Director of 8i Acquisition 2 Corp., commented: “In considering the original purchase price of EUDA Health, LAX had assumed that EUDA Health’s regional expansion plans would take place from 2022 as indicated in its financial projections. Since January 2022, the global stock market has declined significantly, with the US indexes dropping between 12% to 25%. The revised financial projection of EUDA Health is more conservative as it is based solely on EUDA Health’s Singapore business, and we believe that offers LAX shareholders an upside once EUDA Health’s expansion starts to contribute to its financial performance. The reduced purchase price gives LAX shareholders the added benefit of lesser dilution as a result of the transaction. We remain excited to be partnering with EUDA Health to disrupt the healthcare sector.”
Dr. Kelvin Chen commented: “Most of our corporate clientele in Singapore have continued to indicate an interest to onboard EUDA Health’s services for their overseas operations once EUDA Health launches its regional services. Concurrently, EUDA Health is working out of Singapore to sign on more partners and service providers as it readies its technology on Semantic web, connectivity and edge computing for its launch in India and Indonesia. I believe these efforts will enable us to swiftly commence our services in the Southeast Asia region.”
About 8i Acquisition 2 Corp.
8i Acquisition 2 Corp. is a British Virgin Islands company incorporated in January 2021 as a blank check company for the purpose of entering into a merger, share exchange, asset acquisition, share purchase, recapitalization, reorganization or similar business combination with one or more businesses or entities. LAX’s efforts to identify a prospective target business will not be limited to a particular industry or geographic region, although LAX intends to focus on targets located in Asia.
About EUDA Health Limited
EUDA Health Limited, is a Singapore-based health technology company that operates a first-of-its-kind Southeast Asian digital healthcare ecosystem aimed at making healthcare affordable and accessible, and improving the patient experience by delivering better outcomes through personalized healthcare. The company’s proprietary unified AI platform quickly assesses a patient’s medical history, triages a condition, digitally connects patients with clinicians, and predicts optimal treatment outcomes. EUDA Health’s holistic approach supports patients throughout all stages of care, including wellness & prevention, urgent care & emergencies, pre-existing conditions, and aftercare services.
Important Information for Investors and Shareholders
This announcement relates to a proposed transaction between LAX and EUDA Health and does not constitute an offer to sell or exchange, or the solicitation of an offer to buy or exchange, any securities, nor shall there be any sale of securities in any jurisdiction in which such offer, sale or exchange would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. LAX intends to file a proxy statement with the SEC. A proxy statement will be sent to all LAX shareholders. LAX also will file other documents regarding the proposed transaction with the SEC. Before making any voting decision, investors and security holders of LAX are urged to read the proxy statement and all other relevant documents filed or that will be filed with the SEC in connection with the proposed transaction as they become available because they will contain important information about the proposed transaction.
Investors and security holders will be able to obtain free copies of the proxy statement and all other relevant documents filed or that will be filed with the SEC by LAX through the website maintained by the SEC at www.sec.gov.
Forward-Looking Statements
This press release includes forward looking statements that involve risks and uncertainties. Forward looking statements are statements that are not historical facts. Such forward-looking statements, including the identification of a target business and potential business combination or other such transaction, are subject to risks and uncertainties, which could cause actual results to differ from the forward-looking statements. These risks and uncertainties include, but are not limited to, those factors described in the section entitled “Risk Factors” in the prospectus filed by LAX in connection with its initial public offering on November 22, 2021. Important factors, among others, that may affect actual results or outcomes include: the inability to complete the proposed transaction; the inability to recognize the anticipated benefits of the proposed transaction, which may be affected by, among other things, the amount of cash available following any redemptions by LAX shareholders; the ability to meet Nasdaq’s listing standards following the consummation of the proposed transaction; and costs related to the proposed transaction. Important factors that could cause the combined company’s actual results or outcomes to differ materially from those discussed in the forward-looking statements include: EUDA Health’s limited operating history and history of net losses; EUDA Health’s ability to manage growth; EUDA Health’s ability to execute its business plan; EUDA Health’s estimates of the size of the markets for its products; the rate and degree of market acceptance of EUDA Health’s products; EUDA Health’s ability to identify and integrate acquisitions; potential litigation involving the Company or EUDA Health or the validity or enforceability of EUDA Health’s intellectual property; general economic and market conditions impacting demand for EUDA Health’s products and services; and such other risks and uncertainties as are discussed in the Company’s prospectus filed in connection with its initial public offering and the proxy statement to be filed relating to the business combination. Other factors include the possibility that the proposed business combination does not close, including due to the failure to receive required security holder approvals, or the failure of other closing conditions.
LAX expressly disclaims any obligations or undertaking to release publicly any updates or revisions to any forward-looking statements contained herein to reflect any change in LAX’s expectations with respect thereto or any change in events, conditions or circumstances on which any statement is based.
Participants in the Solicitation
LAX and its directors and executive officers and other persons may be deemed to be participants in the solicitation of proxies from LAX’s shareholders with respect to the proposed transaction. Information regarding LAX’s directors and executive officers is available in its prospectus filed in connection with its initial public offering on November 22, 2021. Additional information regarding the participants in the proxy solicitation relating to the proposed transaction and a description of their direct and indirect interests will be contained in the proxy statement when it becomes available.
EUDA Health and its directors and executive officers may also be deemed to be participants in the solicitation of proxies from the shareholders of LAX in connection with the proposed transaction. A list of the names of such directors and executive officers and information regarding their interests in the proposed transaction will be included in the proxy statement for the proposed transaction when available. You may obtain free copies of these documents as described in the second paragraph under the above section entitled “Important Information for Investors and Stockholders.”
This communication does not constitute an offer to sell or the solicitation of an offer to buy any securities or a solicitation of any vote or approval, nor shall there be any sale of any securities in any state or jurisdiction in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of such other jurisdiction. No offering of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act, or an exemption therefrom.
For investor and media inquiries, please contact:
Gateway Group
IR: Cody Slach or Matthew Hausch
PR: Zach Kadletz or Catherine Adcock
Phone: (949) 574-3860
E-mail : LAX@gatewayir.com
| Source: 8i Acquisition 2 Corp
Singapore, May 31, 2022 (GLOBE NEWSWIRE) — 8i Acquisition 2 Corp. (the “Company” or “LAX”) (NASDAQ: LAX), a publicly traded special purpose acquisition company, and EUDA Health Limited, a Singapore-based digital health platform that aims to make healthcare more affordable, accessible, and improve the patient experience by delivering improved outcomes through personalized healthcare, today announced an amendment to the SPA (the “SPA Amendment”) to extend the time for LAX to complete its financial, operational and legal due diligence review of EUDA Health from May 31, 2022 to June 15, 2022.
As previously announced, LAX entered into a Share Purchase Agreement (the “SPA”) dated April 11, 2022, with Euda Health Limited (“EUDA Health”), Watermark Developments Limited, a British Virgin Islands business company (the “Seller”), and Kwong Yeow Liew, acting as Representative of the Indemnified Parties (the “Indemnified Party Representative”). Pursuant to the terms of the SPA, a business combination between LAX and EUDA Health will be effected through the purchase by LAX of all the issued and outstanding shares of EUDA Health from the Seller (the “Share Purchase”).
About 8i Acquisition 2 Corp.
8i Acquisition 2 Corp. is a British Virgin Islands company incorporated in January 2021 as a blank check company for the purpose of entering into a merger, share exchange, asset acquisition, share purchase, recapitalization, reorganization or similar business combination with one or more businesses or entities. LAX’s efforts to identify a prospective target business will not be limited to a particular industry or geographic region, although LAX intends to focus on targets located in Asia.
About EUDA Health Limited
EUDA Health Limited, is a Singapore-based health technology company that operates a first-of-its-kind Southeast Asian digital healthcare ecosystem aimed at making healthcare affordable and accessible, and improving the patient experience by delivering better outcomes through personalized healthcare. The company’s proprietary unified AI platform quickly assesses a patient’s medical history, triages a condition, digitally connects patients with clinicians, and predicts optimal treatment outcomes. EUDA Health’s holistic approach supports patients throughout all stages of care, including wellness & prevention, urgent care & emergencies, pre-existing conditions, and aftercare services. The company is expected to operate in five countries throughout Southeast Asia by the end of 2022.
Important Information for Investors and Stockholders
This announcement relates to a proposed transaction between LAX and EUDA Health and does not constitute an offer to sell or exchange, or the solicitation of an offer to buy or exchange, any securities, nor shall there be any sale of securities in any jurisdiction in which such offer, sale or exchange would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. LAX intends to file a proxy statement with the SEC. A proxy statement will be sent to all LAX shareholders. LAX also will file other documents regarding the proposed transaction with the SEC. Before making any voting decision, investors and security holders of LAX are urged to read the proxy statement and all other relevant documents filed or that will be filed with the SEC in connection with the proposed transaction as they become available because they will contain important information about the proposed transaction.
Investors and security holders will be able to obtain free copies of the proxy statement and all other relevant documents filed or that will be filed with the SEC by LAX through the website maintained by the SEC at www.sec.gov.
Forward Looking Statements
Certain statements included in this Current Report on Form 8-K are not historical facts but are forward-looking statements. Forward-looking statements generally are accompanied by words such as “believe,” “may,” “will,” “estimate,” “continue,” “anticipate,” “intend,” “expect,” “should,” “would,” “plan,” “future,” “outlook,” and similar expressions that predict or indicate future events or trends or that are not statements of historical matters, but the absence of these words does not mean that a statement is not forward-looking. These forward-looking statements include, but are not limited to, statements regarding estimates and forecasts of other performance metrics and projections of market opportunity. These statements are based on various assumptions, whether or not identified in this Current Report on Form 8-K and on the current expectations of LAX’s and EUDA Health’s respective management and are not predictions of actual performance. These forward-looking statements are provided for illustrative purposes only and are not intended to serve as, and must not be relied on by any investor as, a guarantee, an assurance, a prediction or a definitive statement of fact or probability. Actual events and circumstances are difficult or impossible to predict and will differ from assumptions. Many actual events and circumstances are beyond the control of LAX and EUDA Health. Some important factors that could cause actual results to differ materially from those in any forward-looking statements could include changes in domestic and foreign business, market, financial, political and legal conditions.
These forward-looking statements are subject to a number of risks and uncertainties. These risks and uncertainties include, but are not limited to, those factors described in the section entitled “Risk Factors” in the prospectus filed by LAX in connection with its initial public offering on November 22, 2021. Important factors, among others, that may affect actual results or outcomes include: the inability of the parties to successfully or timely consummate the Share Purchase, including the risk that any required regulatory approvals are not obtained, are delayed or are subject to unanticipated conditions that could adversely affect EUDA Health or the expected benefits of the Share Purchase, if not obtained; the failure to realize the anticipated benefits of the business combination; matters discovered by the parties as they complete their respective due diligence investigation of the other parties; the ability of LAX prior to the Share Purchase, and EUDA Health following the Share Purchase, to maintain the listing of LAX’s shares on NASDAQ; costs related to the business combination; the failure to satisfy the conditions to the consummation of the Share Purchase, including the approval of the SPA by the shareholders of LAX, the satisfaction of the minimum cash requirements of the SPA following any redemptions by LAX’s shareholders; the risk that the Share Purchase may not be completed by the stated deadline and the potential failure to obtain an extension of the stated deadline; and the outcome of any legal proceedings that may be instituted against LAX or EUDA Health related to the business combination. Important factors that could cause the combined company’s actual results or outcomes to differ materially from those discussed in the forward-looking statements include: EUDA Health’s limited operating history and history of net losses; EUDA Health’s ability to manage growth; EUDA Health’s ability to execute its business plan; EUDA Health’s estimates of the size of the markets for its products; the rate and degree of market acceptance of EUDA Health’s products; EUDA Health’s ability to identify and integrate acquisitions; potential litigation involving the Company or EUDA Health or the validity or enforceability of EUDA Health’s intellectual property; and general economic and market conditions impacting demand for EUDA Health’s products and services.
If any of these risks materialize or our assumptions prove incorrect, actual results could differ materially from the results implied by these forward-looking statements. There may be additional risks that neither LAX nor EUDA Health presently know, or that LAX and EUDA Health currently believe are immaterial that could also cause actual results to differ from those contained in the forward-looking statements. In addition, forward-looking statements reflect LAX and EUDA Health’s current expectations, plans and forecasts of future events and views as of the date hereof. Nothing in this Current Report on Form 8-K and the attachments hereto should be regarded as a representation by any person that the forward-looking statements set forth herein will be achieved or that any of the contemplated results of such forward-looking statements will be achieved. You should not place undue reliance on forward-looking statements in this Current Report on Form 8-K and the attachments hereto, which speak only as of the date they are made and are qualified in their entirety by reference to the cautionary statements herein and the risk factors of LAX and EUDA Health described above. LAX and EUDA Health anticipate that subsequent events and developments will cause their assessments to change. However, while LAX and EUDA Health may elect to update these forward-looking statements at some point in the future, they each specifically disclaim any obligation to do so, except as required by law. These forward-looking statements should not be relied upon as representing LAX or EUDA Health’s assessments as of any date subsequent to the date of this Current Report. Accordingly, undue reliance should not be placed upon the forward-looking statements.
Participants in the Solicitation
LAX and its directors and executive officers and other persons may be deemed to be participants in the solicitation of proxies from LAX’s shareholders with respect to the proposed transaction. Information regarding LAX’s directors and executive officers is available in its prospectus filed in connection with its initial public offering on November 22, 2021. Additional information regarding the participants in the proxy solicitation relating to the proposed transaction and a description of their direct and indirect interests will be contained in the proxy statement when it becomes available.
EUDA Health and its directors and executive officers may also be deemed to be participants in the solicitation of proxies from the shareholders of LAX in connection with the proposed transaction. A list of the names of such directors and executive officers and information regarding their interests in the proposed transaction will be included in the proxy statement for the proposed transaction when available. You may obtain free copies of these documents as described in the second paragraph under the above section entitled “Important Information for Investors and Stockholders.”
This communication does not constitute an offer to sell or the solicitation of an offer to buy any securities or a solicitation of any vote or approval, nor shall there be any sale of any securities in any state or jurisdiction in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of such other jurisdiction. No offering of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act, or an exemption therefrom.
For investor and media inquiries, please contact:
Gateway Group
IR: Cody Slach or Matthew Hausch
PR: Zach Kadletz or Catherine Adcock
Phone: (949) 574-3860
E-mail : LAX@gatewayir.com
| Source: 8i Acquisition 2 Corp
- EUDA Health is disrupting the multi-trillion-dollar Southeast Asia healthcare industry with its proprietary unified AI platform that makes healthcare affordable, accessible, and personalized across Southeast Asia— one of the fastest growing healthcare technology markets in the world
- Pro forma enterprise value of the combined company is expected to be approximately $580 million with cash on hand of approximately $90 million, assuming no redemptions
Singapore, April 12, 2022 (GLOBE NEWSWIRE) — EUDA Health Limited, a Singapore-based digital health platform that aims to make healthcare more affordable, accessible, and improve the patient experience by delivering improved outcomes through personalized healthcare, and 8i Acquisition 2 Corp. (8i) (NASDAQ: LAX), a publicly traded special purpose acquisition company, announced today that they have entered into a definitive business combination agreement that will result in EUDA Health Limited becoming a publicly listed company.
Upon the close of the transaction, LAX will be renamed EUDA Health Limited (EUDA Health) and is expected to remain listed on NASDAQ under the new ticker symbol “EUDA”.
EUDA Health operates a first-of-its-kind Southeast Asian healthcare analytics platform dedicated to customer-centric solutions that increase access to quality care, improve patient outcomes, and reduce costs. The company’s ecosystem-based approach serves a full spectrum of healthcare needs, including wellness and prevention, urgent care and emergencies, pre-existing conditions, and after care services. Leveraging its end-to-end expertise in healthcare management, EUDA Health’s proprietary unified AI platform connects patients, insurers, and medical professionals to the necessary data to triage conditions and digitally connect with medical professionals for personalized treatment protocols that optimize patient outcomes and ongoing care.
EUDA Health is poised to disrupt the multi-trillion dollar Southeast Asia healthcare industry where healthcare expenditures continually outpace GDP growth and efficient access to comprehensive care is uncertain. Southeast Asia has seen accelerated adoption of healthcare IT, with usage increasing by 400% in 2020 alone. EUDA Health aims to be an industry leader throughout this transition. Where patients once waited hours to see a doctor for ten minutes, EUDA Health’s platform strives to connect patient members to medical experts within five minutes on average, alleviating an overburdened system and enhancing the patient experience.
Since its founding in 2019, EUDA Health has grown tremendously and is expected to operate across five countries— Singapore, Malaysia, Vietnam, India and Indonesia— by the end of 2022. Through its innovative and dynamic solutions, EUDA Health has developed a diversified revenue stream and gained clear line-of-sight into sustainable growth through both geographic expansion and enhanced service offerings.
“EUDA Health’s mission is to make healthcare more affordable and accessible, while improving the patient experience and healthcare outcomes through personalized healthcare,” said EUDA Health Founder & CEO Dr. Kelvin Chen. “Our platform creates an ecosystem that accomplishes this through comprehensive, end-to-end care. We have assembled a team of experts from every corner of the industry who are passionate about transforming how patients are cared for.”
James Meng Dong Tan, CEO & Director of 8i Acquisition 2 Corp., commented: “By executing this stock purchase agreement with EUDA Health we are entering into the future of healthcare services. Through its differentiated AI platform and commitment to providing the highest level of patient outcomes, EUDA Health has attracted the partnerships of internationally recognized blue-chip organizations. In a short period, the management team has built a truly unique platform and gained a meaningful foothold into the Asia Pacific region. We are excited to be partnering with EUDA Health on this landmark opportunity.”
Transaction Overview
The combined company will have an estimated post-transaction enterprise value of $583 million, consisting of an estimated equity value of $673 million and $90 million in net cash, assuming no redemptions of 8i public stockholders. Cash proceeds raised will consist of 8i’s approximately $86.3 million of cash in trust (before redemptions). Additional earnouts in the form of 9 million total shares will be awarded post-transaction close if EUDA’s share price reaches $15, $20 and $25 over three years.
Proceeds from the trust account (assuming no redemptions) is expected to be used for product development and other AI technology research, business expansion and potential strategic investment and acquisition opportunities. EUDA’s growth strategy is expected to generate estimated revenue and adjusted EBITDA of $200 million and $43 million, respectively, in 2023.
The transaction with EUDA Health is a related party transaction. Mr. Tan, LAX’s CEO and Chairman of the Board, is a 10% shareholder of Watermark Developments Limited (“Watermark”), the sole shareholder of EUDA Health. Watermark will roll 100% of its equity into the combined company and will own approximately 82% of the combined company’s outstanding ordinary shares on a pro forma basis (assuming no redemptions) immediately after the closing. EverEdge Global has been engaged to render a fairness opinion on the fairness of the transaction to LAX from a financial point of view.
The business combination has been unanimously approved by the boards of directors of both EUDA Health and LAX and is expected to close in the fourth quarter of 2022, subject to regulatory and shareholder approvals, and other customer closing conditions.
For a summary of the material terms of the proposed transaction, as well as a supplemental investor presentation, please see the Current Report on Form 8-K filed by LAX with the U.S. Securities and Exchange Commission (the “SEC”). Additional information about the proposed transaction will be described in LAX’s proxy statement relating to the business combination, which will be filed with the SEC.
Advisors
Loeb and Loeb LLP is acting as legal counsel to LAX. Kaufman & Canoles, P.C. is acting as legal counsel to EUDA Health.
About EUDA Health Limited
EUDA Health Limited, is a Singapore-based health technology company that operates a first-of-its-kind Southeast Asian digital healthcare ecosystem aimed at making healthcare affordable and accessible, and improving the patient experience by delivering better outcomes through personalized healthcare. The company’s proprietary unified AI platform quickly assesses a patient’s medical history, triages a condition, digitally connects patients with clinicians, and predicts optimal treatment outcomes. EUDA Health’s holistic approach supports patients throughout all stages of care, including wellness & prevention, urgent care & emergencies, pre-existing conditions, and aftercare services. The company is expected to operate in five countries throughout Southeast Asia by the end of 2022.
About 8i Acquisition 2 Corp.
8i Acquisition 2 Corp. is a British Virgin Islands company incorporated in January 2021 as a blank check company for the purpose of entering into a merger, share exchange, asset acquisition, share purchase, recapitalization, reorganization or similar business combination with one or more businesses or entities. LAX’s efforts to identify a prospective target business will not be limited to a particular industry or geographic region, although the Company intends to focus on targets located in Asia.
Forward-Looking Statements
This press release includes forward looking statements that involve risks and uncertainties. Forward looking statements are statements that are not historical facts. Such forward-looking statements, including the identification of a target business and potential business combination or other such transaction, are subject to risks and uncertainties, which could cause actual results to differ from the forward-looking statements. These risks and uncertainties include, but are not limited to, those factors described in the section entitled “Risk Factors” in the prospectus filed by LAX in connection with its initial public offering on November 22, 2021. Important factors, among others, that may affect actual results or outcomes include: the inability to complete the proposed transaction; the inability to recognize the anticipated benefits of the proposed transaction, which may be affected by, among other things, the amount of cash available following any redemptions by LAX shareholders; the ability to meet Nasdaq’s listing standards following the consummation of the proposed transaction; and costs related to the proposed transaction. Important factors that could cause the combined company’s actual results or outcomes to differ materially from those discussed in the forward-looking statements include: EUDA Health’s limited operating history and history of net losses; EUDA Health’s ability to manage growth; EUDA Health’s ability to execute its business plan; EUDA Health’s estimates of the size of the markets for its products; the rate and degree of market acceptance of EUDA Health’s products; EUDA Health’s ability to identify and integrate acquisitions; potential litigation involving the Company or EUDA Health or the validity or enforceability of EUDA Health’s intellectual property; general economic and market conditions impacting demand for EUDA Health’s products and services; and such other risks and uncertainties as are discussed in the Company’s prospectus filed in connection with its initial public offering and the proxy statement to be filed relating to the business combination. Other factors include the possibility that the proposed business combination does not close, including due to the failure to receive required security holder approvals, or the failure of other closing conditions.
LAX expressly disclaims any obligations or undertaking to release publicly any updates or revisions to any forward-looking statements contained herein to reflect any change in LAX’s expectations with respect thereto or any change in events, conditions or circumstances on which any statement is based.
Additional Information about the Transaction and Where to Find It
The proposed transaction has been approved by the board of directors of both companies and the shareholders of EUDA Health and will be submitted to shareholders of LAX for their approval. In connection with that approval, LAX intends to file with the SEC a proxy statement containing information about the proposed transaction and the respective businesses of EUDA Health and LAX. LAX will mail a definitive proxy statement and other relevant documents to its shareholders. LAX shareholders are urged to read the preliminary proxy statement and any amendments thereto and the definitive proxy statement in connection with LAX’s solicitation of proxies for the special meeting to be held to approve the proposed transaction. The definitive proxy statement will be mailed to shareholders of LAX as of a record date to be established for voting on the proposed transaction. Shareholders will also be able to obtain a free copy of the proxy statement, as well as other filings containing information about LAX, without charge, at the SEC’s website (www.sec.gov) or by calling 1-800-SEC-0330.
Participants in the Solicitation
LAX and its directors and executive officers and other persons may be deemed to be participants in the solicitation of proxies from LAX’s shareholders with respect to the proposed transaction. Information regarding LAX’s directors and executive officers is available in its prospectus filed in connection with its initial public offering on November 22, 2021. Additional information regarding the participants in the proxy solicitation relating to the proposed transaction and a description of their direct and indirect interests will be contained in the proxy statement when it becomes available.
EUDA Health and its directors and executive officers may also be deemed to be participants in the solicitation of proxies from the shareholders of LAX in connection with the proposed transaction. A list of the names of such directors and executive officers and information regarding their interests in the proposed transaction will be included in the proxy statement for the proposed transaction when available.
For investor and media inquiries, please contact:
Gateway Group
IR: Cody Slach or Matthew Hausch
PR: Zach Kadletz or Catherine Adcock
Phone: (949) 574-3860
E-mail : LAX@gatewayir.com
新加坡2021年11月25日 /美通社/ — 8i收购2公司(纳斯达克:LAXXU)(简称 “公司”),一家由James Tan担任首席执行官的在英属维京群岛注册的新成立的特殊目的并购公司,今天宣布完成其股票首次公开募股发行,以每发行单位10.00美元的公开发行价共发行 8,625,000 发行单位, 其中包括承销商已经完全行使公司所授予的超额配售权追加购买的1,125,000发行单位,共募集到了86,250,000美元。发行单位以“LAXXU” 为交易代码于美国东部时间2021年11月22日起在纳斯达克全球市场 (”纳斯达克”)开始公开交易。在公司初始业务合并完成后,每个发行单位是由一个普通股,一个可购买二分之一 (1/2) 股普通股的权证,以及一个可以收到十分之一 (1/10) 股普通股的权益。一旦开始独立交易,公司的普通股(ordinary shares),权证(warrants)和权益(rights)将分别以代码“LAX”, “LAXXW” 和 “LAXXR” 在纳斯达克交易。
Maxim Group LLC担任了此次公开募股的独家承销商。
有关公司此次发行的注册声明已经提交给美国证券交易委员会(“SEC”),并于2021年11月22日由 SEC 宣布生效。本次发行是仅以招股说明书的形式发行的。招股说明书副本可从 Maxim Group LLC 获取,联系地址为:300 Park Avenue, 16th Floor, New York, NY 10022。除此之外,招股说明书也可在SEC网站www.sec.gov下载。
本新闻稿并不构成销售要约或购买要约邀请;如果有任何州或司法管辖区的证券法规定在登记或取得资格之前此类要约、邀请或出售均为非法行为,则不得在这些州或司法管辖区出售此类证券。
关于8i收购2公司
8i收购2公司(“8i Acquisition 2 Corp.”)是一家在英属维京群岛注册的特殊目的并购公司,旨在通过兼并、股权交换、资产并购、股权收购、资本重组、重组或其他类似的业务组合方式来完成和一到多家实体的合并。
前瞻性声明
本新闻稿中包含构成“前瞻性声明”的陈述,特别是有关此次寻找初步商业合并的陈述,不能保证上述讨论的发行将按所述条款完成,也不能保证发行的收益将按所述用途使用。这些前瞻性声明受许多条件制约,其中许多条件是8i收购2公司无法控制的,包括8i收购2公司向SEC提交的首次公开募股发行的注册声明和招股说明书中的风险因素部分。副本可在SEC的网站,www.sec.gov获取。除非法律要求,8i收购2公司特此明确表示不承担任何义务或承诺公开发布对此新闻稿所包含的任何前瞻性声明的任何更新或修订。
详情请联系:
公司
叶元宏,首席财务官
电邮:ir@8icorp.com
电话: +65 6788 0388
投资者关系
Sherry Zheng
Weitian Group LLC 万千集团
电邮: shunyu.zheng@weitian-ir.com
电话: +1 718 213 7386
新加坡2021年11月22日 /美通社/ — 8i收购2公司(简称“公司”),一家由James Tan担任首席执行官的在英属维京群岛注册的新成立的特殊目的并购公司,今天宣布其股票首次公开募股发行的定价,以每发行单位10.00美元的公开发行价共发行 7,500,000 发行单位,且每个发行单位是由一个普通股,一个可赎回认股权证,以及一个可以收到十分之一 (1/10) 股普通股的权益。每一份认股权证将赋予其持有人购买二分之一 (1/2) 股普通股的权利,每十份权益赋予其持有人获得一股普通股的权利。您必须以2的整数倍行使认股权证才能获得股份,并且认股权证的行使价为每整股11.50 美元。发行单位将以“LAXXU” 为交易代码于美国东部时间2021年11月22日起在纳斯达克全球市场 (“纳斯达克”)开始公开交易。一旦开始独立交易,公司的普通股(ordinary shares),权证(warrants)和权益(rights)将分别以代码“LAX”, “LAXXW” 和 “LAXXR” 在纳斯达克交易。单位分割时不会发行零碎认股权证,只会交易整数倍的认股权证。根据惯例的成交条件,公司预计此次公开募股在2021年11月24日完成。
Maxim Group LLC担任此次公开募股的独家承销商。根据公司授予承销商的超额配售权,承销商可在45天内再追加购买最多1,125,000个发行单位。
有关公司此次发行的注册声明已经提交给美国证券交易委员会(“SEC”),并于2021年11月22日由 SEC 宣布生效。本次发行是仅以招股说明书的形式发行的。招股说明书副本可从 Maxim Group LLC 获取,联系地址为:300 Park Avenue, 16th Floor, New York, NY 10022。除此之外,招股说明书也可在SEC网站www.sec.gov下载。
本新闻稿并不构成销售要约或购买要约邀请;如果有任何州或司法管辖区的证券法规定在登记或取得资格之前此类要约、邀请或出售均为非法行为,则不得在这些州或司法管辖区出售此类证券。
关于8i收购2公司
8i收购2公司(“8i Acquisition 2 Corp.”)是一家在英属维京群岛注册的特殊目的并购公司,旨在通过兼并、股权交换、资产并购、股权收购、资本重组、重组或其他类似的业务组合方式来完成和一到多家实体的合并。
前瞻性声明
本新闻稿中包含构成“前瞻性声明”的陈述,特别是有关此次首次公开募股发行(“IPO”)以及寻找初步商业合并的陈述,不能保证上述讨论的发行将按所述条款完成,也不能保证发行的收益将按所述用途使用。这些前瞻性声明受许多条件制约,其中许多条件是8i收购2公司无法控制的,包括8i收购2公司向SEC提交的IPO的注册声明和招股说明书中的风险因素部分。副本可在SEC的网站,www.sec.gov获取。除非法律要求,8i收购2公司特此明确表示不承担任何义务或承诺公开发布对此新闻稿所包含的任何前瞻性声明的任何更新或修订。
详情请联系:
公司
叶元宏,首席财务官
电邮:ir@8icorp.com
电话: +65 6788 0388
投资者关系
Sherry Zheng
Weitian Group LLC 万千集团
电邮: shunyu.zheng@weitian-ir.com
电话: +1 718 213 7386
| Source: 8i Acquisition 2 Corp
Singapore, Nov. 24, 2021 (GLOBE NEWSWIRE) — 8i Acquisition 2 Corp. (NASDAQ: LAXXU) (the “Company”), a newly organized blank check company incorporated as a British Virgin Islands business company and led by Chief Executive Officer, Meng Dong (James) Tan, today announced that it closed its initial public offering of 8,625,000 units at an offering price of $10.00 per unit, which includes 1,125,000 units issued pursuant to the full exercise of the underwriter’s over-allotment option, for aggregate gross proceeds to the Company of $86,250,000. The units began trading on the NASDAQ Global Market (“NASDAQ”) under the ticker symbol “LAXXU” on November 22, 2021. Each unit consists of one ordinary share, one warrant to purchase one-half (1/2) of one ordinary share, and one right to receive one-tenth (1/10) of an ordinary share upon the consummation of the Company’s initial business combination. Once the securities comprising the units begin separate trading, the ordinary shares, warrants and rights are expected to be listed on NASDAQ under the symbols “LAX,” “LAXXW,” and “LAXXR,” respectively.
Maxim Group LLC acted as sole book-running manager for the offering.
A registration statement relating to the securities sold in the initial public offering was declared effective by the U.S. Securities and Exchange Commission (the “SEC”) on November 22, 2021. The offering was made only by means of a prospectus. Copies of the prospectus relating to this offering may be obtained from Maxim Group LLC, 300 Park Avenue, 16th Floor, New York, NY 10022, or by accessing the SEC’s website, www.sec.gov.
This press release shall not constitute an offer to sell or a solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.
About 8i Acquisition 2 Corp.
8i Acquisition 2 Corp. is a blank check company, also commonly referred to as a special purpose acquisition company, or SPAC, formed for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses or entities.
Forward-Looking Statements
This press release contains statements that constitute “forward-looking statements,” including with respect to the Company’s search for an initial business combination. Forward-looking statements are subject to numerous conditions, many of which are beyond the control of 8i Acquisition 2 Corp., including those set forth in the Risk Factors section of 8i Acquisition 2 Corp.’s registration statement and preliminary prospectus for the initial public offering filed with the SEC. Copies are available on the SEC’s website, www.sec.gov. 8i Acquisition 2 Corp. undertakes no obligation to update these statements for revisions or changes after the date of this release, except as required by law.
Contact Information:
At the Company:
William Yap, CFA
Chief Financial Officer
Email: ir@8icorp.com
Phone: +65 6788-0388
Investor Relations:
Sherry Zheng
Weitian Group LLC
Email: shunyu.zheng@weitian-ir.com
Phone: +1 718-213-7386
| Source: 8i Acquisition 2 Corp
Singapore, Nov. 22, 2021 (GLOBE NEWSWIRE) — 8i Acquisition 2 Corp. (the “Company”), a newly organized blank check company incorporated as a British Virgin Islands business company and led by Chief Executive Officer, Meng Dong (James) Tan, today announced the pricing of its initial public offering of 7,500,000 units at an offering price of $10.00 per unit, with each unit consisting of one ordinary share, one redeemable warrant, and one right to receive one-tenth (1/10) of an ordinary share. Each whole warrant will entitle the holder thereof to purchase purchase one-half (1/2) of one ordinary share, and each ten rights entitle the holder thereof to receive one ordinary share. The exercise price of the warrants is $11.50 per full share. The units are expected to trade on the Nasdaq Global Market, (“Nasdaq”) under the ticker symbol “LAXXU” beginning on November 22, 2021. Once the securities comprising the units begin separate trading, the ordinary shares, warrants and rights will be traded on Nasdaq under the symbols “LAX,” “LAXXW,” and “LAXXR,” respectively. No fractional warrants will be issued upon separation of the units and only whole warrants will trade. The offering is expected to close on November 24, 2021, subject to customary closing conditions.
Maxim Group LLC is acting as sole book-running manager for the offering. The Company has granted the underwriter a 45-day option to purchase up to 1,125,000 additional units at the initial public offering price to cover over-allotments, if any.
A registration statement relating to the securities sold in the initial public offering was declared effective by the U.S. Securities and Exchange Commission (the “SEC”) on November 22, 2021. The offering is being made only by means of a prospectus. When available, copies of the prospectus relating to this offering may be obtained from Maxim Group LLC, 300 Park Avenue, 16th Floor, New York, NY 10022, or by accessing the SEC’s website, www.sec.gov.
This press release shall not constitute an offer to sell or a solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.
About 8i Acquisition 2 Corp.
8i Acquisition 2 Corp. is a blank check company, also commonly referred to as a special purpose acquisition company, or SPAC, formed for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses or entities.
Forward-Looking Statements
This press release contains statements that constitute “forward-looking statements,” including with respect to the Company’s initial public offering (“IPO”) and search for an initial business combination. No assurance can be given that the offering discussed above will be completed on the terms described, or at all, or that the net proceeds of the offering will be used as indicated. Forward-looking statements are subject to numerous conditions, many of which are beyond the control of 8i Acquisition 2 Corp., including those set forth in the Risk Factors section of 8i Acquisition 2 Corp.’s registration statement and preliminary prospectus for the IPO filed with the SEC. Copies are available on the SEC’s website, www.sec.gov. 8i Acquisition 2 Corp. undertakes no obligation to update these statements for revisions or changes after the date of this release, except as required by law.
Contact Information:
At the Company:
William Yap, CFA
Chief Financial Officer
Email: ir@8icorp.com
Phone: +65 6788-0388
Investor Relations:
Sherry Zheng
Weitian Group LLC
Email: shunyu.zheng@weitian-ir.com
Phone: +1 718-213-7386
Diginex is the first company with a cryptocurrency exchange to be listed on Nasdaq
Oct 01, 2020, 07:33 ET
HONG KONG, Oct. 1, 2020 /PRNewswire/ — Diginex Limited (“Diginex” or the “Company”), a digital assets financial services company, announced today that it has completed its business combination transaction (the “Transaction”) with 8i Enterprises Acquisition Corp. (Nasdaq: JFK) (“8i”), a special purpose acquisition company (“SPAC”). The Transaction, which was approved at a Special Meeting of Shareholders on September 15, 2020, creates the first listed company on Nasdaq with a cryptocurrency exchange.
Diginex Limited will trade on Nasdaq under the ticker symbol “EQOS” where it will offer investors the opportunity to participate in the growth of digital assets. The Company’s warrants will trade under the ticker “EQOSW”.
Approximately US$50 million was raised, comprising both Diginex’s private raise completed in advance of the listing and the cash remaining in the SPAC. This will strengthen the Company’s balance sheet and will enable it to realize its vision to build a digital assets ecosystem that offers innovative product and services that are compliant, fair and trusted.
Richard Byworth, CEO of Diginex, commented, “This is a watershed moment for both Diginex and the cryptocurrency industry with the listing of the first-ever company with a crypto exchange on Nasdaq. This also presents the first opportunity for anyone trading in the US capital markets to buy directly into the equity of a digital asset ecosystem and opens the door for financial institutions to participate in the enormous opportunity that digital assets present.”
“Diginex offers a unique set of innovative products and institutional-grade infrastructure. Our EQUOS.io exchange is regulatory-focused and will offer features such as segregation of duties, portfolio margining, and cross collateralization, which are not commonly available in the crypto exchange marketplace.”
“While EQUOS.io forms the core of our ecosystem, we are also the first company to have an integrated offering comprising a regulated asset manager, cold and warm custody solutions, and capital markets advisory as well as a multivenue trading platform that plugs into some of the world’s leading trading technology providers.”
Chi-Won Yoon, Chairman of Diginex said: “We are delighted to have reached this milestone for both the industry and Diginex. The Nasdaq listing demonstrates our commitment to bringing transparency and accountability to the digital assets industry. This should give investors greater assurance about the long-term growth and viability of this asset class.”
Chardan acted as a financial advisor and Loeb and Loeb LLP acted as legal counsel to 8i. Winston & Strawn LLP acted as legal counsel to Diginex.
About Diginex
Diginex is a digital assets financial services company focused on delivering a cryptocurrency and digital assets ecosystem offering innovative product and services that are compliant, fair and trusted. The group encompasses cryptocurrency exchange EQUOS.io as well as an over-the-counter trading platform. It also offers a front-to-back integrated trading platform Diginex Access, a securitization advisory service Diginex Capital, market leading hot and cold custodian, Digivault and funds business Bletchley Park Asset Management. For more information visit: https://www.diginex.com/
Follow Diginex on social media on Twitter @DiginexGlobal, on Facebook @DiginexGlobal, and on LinkedIn. Follow EQUOS.io on social media on Twitter @EQUOS_io and on LinkedIn.
Forward Looking Statements
This press release includes forward looking statements that involve risks and uncertainties. Forward looking statements are statements that are not historical facts. Such forward-looking statements are subject to risks and uncertainties, which could cause actual results to differ from the forward-looking statements. These risks and uncertainties include, but are not limited to, those factors described in the section entitled “Risk Factors” in Diginex’s Registration Statement on Form F-4 jointly filed bv Diginex and 8i pertaining to the Business Combination (the “Form F-4”). Important factors, among others, that may affect actual results or outcomes include; the inability to recognize the anticipated benefits of the proposed transaction, which may be affected by, among other things, the amount of cash available following any redemptions by 8i shareholders; the ability to meet Nasdaq’s listing standards following the consummation of the proposed transaction; and costs related to the proposed transaction. Important factors that could cause the combined company’s actual results or outcomes to differ materially from those discussed in the forward-looking statements include: Diginex’s limited operating history and history of net losses; Diginex’s ability to manage growth; Diginex’s ability to execute its business plan; Diginex’s estimates of the size of the markets for its products; the rate and degree of market acceptance of Diginex’s products; Diginex’s ability to identify and integrate acquisitions; potential litigation involving Diginex or the validity or enforceability of Diginex’s intellectual property; general economic and market conditions impacting demand for Diginex’s products and services; and such other risks and uncertainties as are discussed in 8i’s prospectus filed in connection with its initial public offering and the proxy statement to be filed relating to the business combination.
Diginex expressly disclaims any obligations or undertaking to release publicly any updates or revisions to any forward-looking statements contained herein to reflect any change in the Diginex’s expectations with respect thereto or any change in events, conditions or circumstances on which any statement is based.
SOURCE Diginex Limited
Related Links
Source: 8i Enterprises Acquisition Corp
NEW YORK, Sept. 15, 2020 (GLOBE NEWSWIRE) — 8i Enterprises Acquisition Corp. (NASDAQ: JFK, “JFK” or “8i”) (the “Company”), a special purpose acquisition company, announced today that its shareholders voted to approve the proposed business combination transaction (the “Transaction”) with Diginex Limited (“Diginex”) at a Special Meeting of Shareholders held for this purpose on September 15, 2020. Shareholders of 5,862,104 shares of JFK’s ordinary shares, or approximately 81.27% of the issued and outstanding shares, voted in favor of the Transaction. JFK also announced that shareholders of 3,423,625 shares have elected to redeem their shares in connection with the closing of the Transaction.
The parties expect the closing of the Transaction to occur later this month, pending, among others, final documentation and filings being submitted to applicable regulatory authorities. Following the closing, Diginex’s shares will trade on the Nasdaq under the ticker symbol “EQOS” and its warrants will trade under the ticker “EQOSW.”
Diginex brings together a comprehensive ecosystem of financial services for digital assets, comprising the recently launched cryptocurrency exchange EQUOS.io, digital asset trading technology platform Diginex Access, securitization advisory firm Diginex Capital, digital asset custody provider Digivault and the investment management business Bletchley Park Asset Management. Upon completion of the Transaction, Diginex will become the first listed company on Nasdaq with a cryptocurrency exchange.
About Diginex
Diginex is a digital assets financial services company focused on delivering a cryptocurrency and digital assets ecosystem offering innovative product and services that are compliant, fair and trusted. The group encompasses cryptocurrency exchange EQUOS.io as well as an over-the-counter trading platform. It also offers a front-to-back integrated trading platform Diginex Access, a securitization advisory service Diginex Capital, market leading hot and cold custodian, Digivault and funds business Bletchley Park Asset Management. For more information visit: https://www.diginex.com/
Follow Diginex on social media on Twitter @DiginexGlobal, on Facebook @DiginexGlobal, and on LinkedIn. Follow EQUOS.io on social media on Twitter @EQUOS_io and on LinkedIn.
About 8i Enterprises Acquisition Corp.
8i Enterprises Acquisition Corp. is a British Virgin Islands company incorporated as a blank check company for the purpose of entering into a merger, share exchange, asset acquisition, share purchase, recapitalization, reorganization or similar business combination with one or more businesses or entities. The Company’s efforts to identify a prospective target business will not be limited to a particular industry or geographic region, although the Company intends to focus on targets located in Asia.
Forward Looking Statements
This press release includes forward looking statements that involve risks and uncertainties. Forward looking statements are statements that are not historical facts. Such forward-looking statements, including the identification of a target business and potential business combination or other such transaction, are subject to risks and uncertainties, which could cause actual results to differ from the forward- looking statements. These risks and uncertainties include, but are not limited to, those factors described in the section entitled “Risk Factors” in the prospectus filed by JFK in connection with its initial public offering on March 27, 2019. Important factors, among others, that may affect actual results or outcomes include: the inability to complete the proposed transaction; the inability to recognize the anticipated benefits of the proposed transaction, which may be affected by, among other things, the amount of cash available following any redemptions by JFK shareholders; the ability to meet Nasdaq’s listing standards following the consummation of the proposed transaction; and costs related to the proposed transaction. Important factors that could cause the combined company’s actual results or outcomes to differ materially from those discussed in the forward-looking statements include: Diginex’s limited operating history and history of net losses; Diginex’s ability to manage growth; Diginex’s ability to execute its business plan; Diginex’s estimates of the size of the markets for its products; the rate and degree of market acceptance of Diginex’s products; Diginex’s ability to identify and integrate acquisitions; potential litigation involving the Company or Diginex or the validity or enforceability of Diginex’s intellectual property; general economic and market conditions impacting demand for Diginex’s products and services; and such other risks and uncertainties as are discussed in the Company’s prospectus filed in connection with its initial public offering and the proxy statement to be filed relating to the business combination. Other factors include the possibility that the proposed business combination does not close, including due to the failure to receive required security holder approvals, or the failure of other closing conditions.
The Company expressly disclaims any obligations or undertaking to release publicly any updates or revisions to any forward-looking statements contained herein to reflect any change in the Company’s expectations with respect thereto or any change in events, conditions or circumstances on which any statement is based.
Contacts
For inquiries regarding 8i Enterprises Acquisition Corp.:
William Yap, CFA
Chief Financial Officer
Email: ir@8icorp.com
Phone: +65 6788-0388
or
Tony Tian, CFA
Weitian Group LLC
Email: ttian@weitianco.com
Phone: +1 732-910-9692
For inquiries regarding Diginex:
Heather Dale
Chief Marketing Officer
Email: heather.dale@diginex.com
Phone: +852 9274 3312
NEW YORK, Sept. 09, 2020 (GLOBE NEWSWIRE) — 8i Enterprises Acquisition Corp. (NASDAQ: JFK, “JFK” or “8i”) (the “Company”), a special purpose acquisition company, today provided dial-in information for its Special Meeting of Shareholders scheduled for 10:00 a.m. EST, September 15, 2020. The dial-in information for the teleconference is as follows:
Dial-in number: 1-813-308-9980
Conference ID: 173547
Instructions are also available online at https://cleartrustonline.com/8imeeting
The Special Meeting is being held to approve the following transactions in connection with Company’s business combination with Diginex Limited, a Singapore public company. The proxy statement/prospectus containing detailed information concerning the Business Combination and the proposals was first mailed to JFK shareholders on February 28, 2020 and subsequently updated and mailed to JFK shareholders on June 30, 2020.
1) The Reincorporation Merger Proposal – To approve the Merger Agreement, dated October 8, 2019, by and between Diginex Limited, a Singapore public company limited by shares (formerly known as Digital Innovative Limited) (“Singapore NewCo”), DIGITAL INNOVATIVE LIMITED, a British Virgin Islands business company (“BVI NewCo”) and JFK, and the Plan of Merger to be entered into between BVI NewCo and JFK, whereby BVI NewCo will merge with and into JFK with JFK being the surviving entity and a subsequent wholly-owned subsidiary of Singapore NewCo.
2) The Share Exchange Proposal – To approve the Share Exchange Agreement, dated July 9, 2019, by and among JFK, Diginex Limited, a Hong Kong company (“Diginex”), the shareholders of Diginex (the “Sellers”) and Pelham Limited, a Hong Kong company, as representative of the Sellers (the “Representative”), as amended by the Amendment and Joinder to Share Exchange Agreement, dated October 8, 2019, by and among, Diginex, the Sellers, the Representative, JFK, Singapore NewCo and BVI NewCo, as amended by the Second Amendment, dated January 28, 2020, as amended by the Third Amendment, dated May 6, 2020, as amended by the Fourth Amendment, dated June 24, 2020 (the “Amended Share Exchange Agreement”).
3) Adjournment Proposal – To approve the adjournment of the Meeting under certain circumstances.
About 8i Enterprises Acquisition Corp.
8i Enterprises Acquisition Corp. is a British Virgin Islands company incorporated as a blank check company for the purpose of entering into a merger, share exchange, asset acquisition, share purchase, recapitalization, reorganization or similar business combination with one or more businesses or entities. The Company’s efforts to identify a prospective target business will not be limited to a particular industry or geographic region, although the Company intends to focus on targets located in Asia.
Disclaimer
8i Enterprises Acquisition Corp, a British Virgin Islands business company (“JFK”), Diginex Limited, a Singapore public company limited by shares (“Singapore NewCo”), DIGITAL INNOVATIVE LIMITED, a British Virgin Islands business company (“BVI NewCo”), and Diginex Limited, a Hong Kong company (“Diginex”), and their respective directors, executive officers and employees and other persons may be deemed to be participants in the solicitation of proxies from the holders of JFK ordinary shares in respect of the proposed transaction among such persons (the “Business Combination”). Information about JFK’s directors and executive officers and their ownership of JFK’s ordinary shares is set forth in JFK’s Annual Report on Form 10-K, dated September 18, 2019, filed with the Securities and Exchange Commission (the “SEC”), as modified or supplemented by any Form 4 filed with the SEC since the date of such filing. Other information regarding the interests of the participants in the proxy solicitation is included in the proxy statement/prospectus included in the Registration Statement on Form F-4 jointly filed bv Singapore NewCo and JFK pertaining to the Business Combination (the “Form F-4”) first mailed to JFK shareholders on February 28, 2020 and subsequently updated and mailed to JFK shareholders on June 30, 2020. These documents can be obtained free of charge from the sources indicated below.
In connection with the Business Combination, Singapore NewCo filed the Form F-4, which includes and serves as a proxy statement/prospectus for JFK’s shareholders. JFK previously mailed the definitive proxy statement/prospectus and a proxy card to each shareholder entitled to vote at the meeting relating to the approval of the Business Combination and other proposals set forth in the proxy statement/prospectus on February 28, 2020, and mailed the updated the proxy statement/prospectus on June 30, 2020 INVESTORS AND SECURITY HOLDERS OF JFK ARE URGED TO READ THESE MATERIALS (INCLUDING ANY AMENDMENTS OR SUPPLEMENTS THERETO) AND ANY OTHER RELEVANT DOCUMENTS IN CONNECTION WITH THE BUSINESS COMBINATION THAT JFK WILL FILE WITH THE SEC WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT JFK, SINGAPORE NEWCO, BVI NEWCO, DIGINEX AND THE BUSINESS COMBINATION. The preliminary proxy statement/prospectus, the definitive proxy statement/prospectus, the amendment to the proxy statement/prospectus and other relevant materials in connection with the Business Combination (when they become available), and any other documents filed by JFK with the SEC, may be obtained free of charge at the SEC’s website (www.sec.gov) or by writing to 8i Enterprises Acquisition Corp, 6 Eu Tong Sen Street, #08-13 The Central, Singapore.
Forward Looking Statements
This press release includes forward looking statements that involve risks and uncertainties. Forward looking statements are statements that are not historical facts. Such forward-looking statements, including the identification of a target business and potential business combination or other such transaction, are subject to risks and uncertainties, which could cause actual results to differ from the forward- looking statements. These risks and uncertainties include, but are not limited to, those factors described in the section entitled “Risk Factors” in the prospectus filed by JFK in connection with its initial public offering on March 27, 2019. Important factors, among others, that may affect actual results or outcomes include: the inability to complete the proposed transaction; the inability to recognize the anticipated benefits of the proposed transaction, which may be affected by, among other things, the amount of cash available following any redemptions by JFK shareholders; the ability to meet Nasdaq’s listing standards following the consummation of the proposed transaction; and costs related to the proposed transaction. Important factors that could cause the combined company’s actual results or outcomes to differ materially from those discussed in the forward-looking statements include: Diginex’s limited operating history and history of net losses; Diginex’s ability to manage growth; Diginex’s ability to execute its business plan; Diginex’s estimates of the size of the markets for its products; the rate and degree of market acceptance of Diginex’s products; Diginex’s ability to identify and integrate acquisitions; potential litigation involving the Company or Diginex or the validity or enforceability of Diginex’s intellectual property; general economic and market conditions impacting demand for Diginex’s products and services; and such other risks and uncertainties as are discussed in the Company’s prospectus filed in connection with its initial public offering and the proxy statement to be filed relating to the business combination. Other factors include the possibility that the proposed business combination does not close, including due to the failure to receive required security holder approvals, or the failure of other closing conditions.
The Company expressly disclaims any obligations or undertaking to release publicly any updates or revisions to any forward-looking statements contained herein to reflect any change in the Company’s expectations with respect thereto or any change in events, conditions or circumstances on which any statement is based.
Contacts
For inquiries regarding 8i Enterprises Acquisition Corp.:
William Yap, CFA
Chief Financial Officer
Email: ir@8icorp.com
Phone: +65 6788-0388
or
Tony Tian, CFA
Weitian Group LLC
Email: ttian@weitianco.com
Phone: +1 732-910-9692
For inquiries regarding Diginex:
Heather Dale
Chief Marketing Officer
Email: heather.dale@diginex.com
Phone: +852 9274 3312