UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM
CURRENT REPORT
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Emerging growth company
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| Item 1.01 | Entry Into A Material Definitive Agreement. |
First Amendment to Business Combination Agreement
As previously disclosed in a Current Report on Form 8-K filed with the U.S. Securities and Exchange Commission (the “SEC”), on May 12, 2023, Black Spade Acquisition Co, an exempted company incorporated with limited liability under the laws of Cayman Islands (“Black Spade” or the “Company”) entered into a business combination agreement (the “Business Combination Agreement”) with VinFast Auto Pte. Ltd., a private company limited by shares incorporated under the laws of Singapore (“VinFast”), and Nuevo Tech Limited, an exempted company incorporated with limited liability under the laws of Cayman Islands and a direct wholly-owned subsidiary of VinFast (“Merger Sub”), pursuant to which, among other transactions, on the terms and subject to the conditions set forth therein, Merger Sub will merge with and into Black Spade (“Merger”), with Black Spade surviving the Merger as a wholly-owned subsidiary of VinFast. The Merger and the other transactions contemplated by the Business Combination Agreement are hereinafter referred to as the “Business Combination.”
On June 14, 2023, Black Spade, VinFast and Merger Sub entered into a first amendment to business combination agreement (the “First BCA Amendment”), pursuant to which the parties agreed to amend the Business Combination Agreement to include the NYSE American LLC (“NYSE American”) as a qualified stock exchange, in addition to the Nasdaq Stock Market and the New York Stock Exchange (“NYSE”). Such amendment would allow, among other things, NYSE American LLC to be used as a potential listing exchange of Black Spade prior to the consummation of the Business Combination.
The foregoing description of the First BCA Amendment is not complete and is qualified in its entirety by reference to the full text of the First BCA Amendment, a copy of which is filed as Exhibit 2.1 hereto and is incorporated herein by reference.
First Amendment to Sponsor Support and Lock-Up Agreement and Deed
As previously disclosed in a Current Report on Form 8-K filed with the SEC, concurrently with the execution of the Business Combination Agreement, VinFast, Black Spade, Black Spade Sponsor LLC, a limited liability company registered under the laws of Cayman Islands (the “Sponsor”) and certain other holders of Class B ordinary shares of Black Spade (the “Sponsor Parties”) entered into a sponsor support and lock-up agreement and deed (the “Sponsor Support Agreement”).
On June 14, 2023, VinFast, Black Spade and the Sponsor entered into a first amendment to sponsor support and lock-up agreement and deed (the “First SSA Amendment”), pursuant to which the parties agreed to amend Section 5.5(b) of the Sponsor Support Agreement to reflect that certain working capital loans from (or working capital payables to) the Sponsor or any of the other Sponsor Parties to Black Spade, to the extent used by Black Spade (or on its behalf) for payment of transaction costs and expenses required to be borne and paid by VinFast pursuant to the Business Combination Agreement, will be repaid by VinFast within three business days from the consummation of the Business Combination.
The foregoing description of the First SSA Amendment is not complete and is qualified in its entirety by reference to the full text of the First SSA Amendment, a copy of which is filed as Exhibit 10.1 hereto and is incorporated herein by reference.
| Item 3.01 | Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. |
On June 16, 2023, the Company issued a press release announcing that it will voluntarily delist from the NYSE and simultaneously transfer to the NYSE American. The Company has been approved for listing on the NYSE American and expects to begin trading on the NYSE American on June 21, 2023. Following the transfer of its listing, the Company intends to continue to file the same periodic reports and other information it currently files with the SEC.
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On June 16, 2023, the Company filed with the SEC a Form 8-A with respect to the registration of the Company’s securities on the NYSE American.
| Item 7.01 | Regulation FD Disclosure |
A copy of the press release issued by the Company announcing the transfer to the NYSE is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
The foregoing Exhibit 99.1 is being furnished pursuant to Item 7.01 and will not be deemed to be filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise be subject to the liabilities of that section, nor will it be deemed to be incorporated by reference in any filing under the Securities Act or the Exchange Act, regardless of any general incorporation language in such filings. This Current Report will not be deemed an admission as to the materiality of any information in this Item 7.01, including Exhibits 99.1.
Forward-Looking Statements
This document contains certain forward-looking statements within the meaning of U.S. federal securities laws with respect to the proposed transaction between Black Spade and VinFast, including statements regarding the benefits of the transaction, the anticipated benefits of the transaction, Black Spade’s or VinFast’s expectations concerning the outlook for the VinFast’s business, productivity, plans and goals for product launches, deliveries and future operational improvements and capital investments, operational performance, future market conditions or economic performance and developments in the capital and credit markets and expected future financial performance, as well as any information concerning possible or assumed future results of operations. These forward-looking statements generally are identified by the words “believe,” “project,” “expect,” “anticipate,” “estimate,” “intend,” “strategy,” “future,” “opportunity,” “plan,” “may,” “should,” “will,” “would,” “will be,” “will continue,” “will likely result,” and similar expressions. Forward-looking statements are their managements’ current predictions, projections and other statements about future events that are based on current expectations and assumptions available to Black Spade and VinFast, and, as a result, are subject to risks and uncertainties. Many factors could cause actual future events to differ materially from the forward-looking statements in this document, including but not limited to: (i) the risk that the proposed transaction may not be completed within the prescribed time frame, which may adversely affect the price of Black Spade’s securities, (ii) the risk that investors of VinFast may not receive the same benefits as an investor in an underwritten public offering, (iii) the risk that the Black Spade securities may experience a material price decline after the proposed transaction, (iv) the adverse impact of any shareholder litigation and regulatory inquiries and investigations on VinFast’s business, (v) a reduction of trust account proceeds and the per share redemption amount received by shareholders as a result of third-party claims, (vi) the risk that the transaction may not be completed by Black Spade’s business combination deadline and an extension period, (vii) the risk that distributions from trust account may be subject to claw back if Black Spade is deemed to be insolvent, (viii) the ability of VinFast to get approval for listing of its ordinary shares and warrants and comply with the continued listing standards of the Nasdaq, (ix) the failure to satisfy the conditions to the consummation of the transaction, certain of which are outside of Black Spade or VinFast’s control, (x) the ability of VinFast to achieve profitability, positive cash flows from operating activities and a net working capital surplus, (xi) the ability of VinFast to fund its capital requirements through additional debt and equity financing under commercially reasonable terms and the risk of shareholding dilution as a result of additional capital raising, if applicable, (xii) risks associated with being a new entrant in the EV industry, (xiii) the risks that VinFast’s brand, reputation, public credibility and consumer confidence in its business being harmed by negative publicity, (xiv) VinFast’s ability to successfully introduce and market new products and services, (xv) competition in the automotive industry, (xvi) VinFast’s ability to adequately control the costs associated with its operations, (xvii) the ability of VinFast to obtain components and raw materials according to schedule at acceptable prices, quality and volumes acceptable from its suppliers, (xviii) VinFast’s ability to maintain relationships with existing suppliers who are critical and necessary to the output and production of its vehicles and to create relationships with new suppliers, (xix)
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VinFast’s ability to establish manufacturing facilities outside of Vietnam and expand capacity within Vietnam timely and within budget, (xx) the risk that VinFast’s actual vehicle sales and revenue could differ materially from expected levels based on the number of reservations received, (xxi) the demand for, and consumers’ willingness to adopt EVs, (xxii) the availability and accessibility of EV charging stations or related infrastructure, (xxiii) the unavailability, reduction or elimination of government and economic incentives or government policies which are favorable for EV manufacturers and buyers, (xxiv) failure to maintain an effective system of internal control over financial reporting and to accurately and timely report VinFast’s financial condition, results of operations or cash flows, (xxv) battery packs failures in VinFast or its competitor’s EVs, (xxvi) failure of VinFast’s business partners to deliver their services, (xxvii) errors, bugs, vulnerabilities, design defects or other issues related to technology used or involved in VinFast’s EVs or operations, (xxviii) the risk that VinFast’s research and development efforts may not yield expected results, (xxix) risks associated with autonomous driving technologies, (xxx) product recalls that VinFast may be required to make, (xxxi) the ability of VinFast’s controlling shareholder to control and exert significant influence on VinFast, (xxxii) VinFast’s reliance on financial and other support from Vingroup and its affiliates and the close association between VinFast and Vingroup and its affiliates and (xxxiii) conflicts of interests with or any events impacting the reputations of Vingroup affiliates or unfavorable market conditions or adverse business operation of Vingroup and Vingroup affiliates. The foregoing list of factors is not exhaustive. Forward-looking statements are not guarantees of future performance. You should carefully consider the foregoing factors and the other risks and uncertainties described in the “Risk Factors” section of VinFast’s registration statement on Form F-4 filed by VinFast with the U.S. Securities and Exchange Commission (the “SEC”, Black Spade’s Annual Report on Form 10-K for the year ended December 31, 2022, which was filed with the SEC on March 10, 2023, and other documents filed by VinFast and/or Black Spade from time to time with the SEC. These filings identify and address other important risks and uncertainties that could cause actual events and results to differ materially from those contained in the forward-looking statements. Forward-looking statements speak only as of the date they are made. Readers are cautioned not to put undue reliance on forward-looking statements, and all forward-looking statements in this document are qualified by these cautionary statements. VinFast and Black Spade assume no obligation and do not intend to update or revise these forward-looking statements, whether as a result of new information, future events, or otherwise. Neither VinFast nor Black Spade gives any assurance that either VinFast or Black Spade will achieve its expectations. The inclusion of any statement in this communication does not constitute an admission by VinFast or Black Spade or any other person that the events or circumstances described in such statement are material.
Additional Information and Where to Find It
This document relates to a proposed transaction between Black Spade and VinFast. This document 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. VinFast has filed a registration statement on Form F-4 that includes a proxy statement of Black Spade and a prospectus of VinFast with the SEC. After the registration statement is declared effective, the definitive proxy statement/prospectus will be sent to all Black Spade shareholders as of a record date to be established for voting on the proposed transaction. Black Spade also will file other documents regarding the proposed transaction with the SEC. This document does not contain all the information that should be considered concerning the proposed transactions and is not intended to form the basis of any investment decision or any other decision in respect of the transactions. Before making any voting or investment decision, investors and shareholders of Black Spade are urged to read the registration statement, the proxy statement/prospectus 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.
Participants in the Solicitation
Black Spade and VinFast and their respective directors and officers may be deemed to be participants in the solicitation of proxies from Black Spade’s shareholders in connection with the proposed transaction. Information about Black Spade’s directors and executive officers and their ownership of Black
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Spade’s securities is set forth in Black Spade’s filings with the SEC, including Black Spade’s Annual Report on Form 10-K for the year ended December 31, 2022, which was filed with the SEC on March 10, 2023. Additional information regarding the interests of those persons and other persons who may be deemed participants in the proposed transaction may be obtained by reading the proxy statement/prospectus regarding the proposed transaction when it becomes available. Shareholders, potential investors and other interested persons should read the proxy statement/prospectus carefully when it becomes available before making any voting or investment decisions. You may obtain free copies of these documents as described in the preceding paragraph.
No Offer or Solicitation
This Current Report is not a proxy statement or solicitation of a proxy, consent or authorization with respect to any securities or in respect of the Business Combination and 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 securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offering of securities shall be made except by means of a prospectus meeting the requirements of the Securities Act, or an exemption therefrom.
| Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits
| Exhibit |
Exhibit | |
| 2.1 | First Amendment to Business Combination Agreement, dated as of June 14, 2023, by and among Black Spade, VinFast and Merger Sub | |
| 10.1 | First Amendment to Sponsor Support and Lock-Up Agreement and Deed, dated as of June 14, 2023, by and among VinFast, Black Spade and the Sponsor | |
| 99.1 | Press Release, dated June 16, 2023 | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | |
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Date: June 16, 2023 | ||||||
| BLACK SPADE ACQUISITION CO | ||||||
| By: | /s/ Chi Wai Dennis Tam | |||||
| Name: | Chi Wai Dennis Tam | |||||
| Title: | Chairman and Co-Chief Executive Officer | |||||
[Signature Page to Form 8-K]
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Exhibit 2.1
FIRST AMENDMENT TO BUSINESS COMBINATION AGREEMENT
This FIRST AMENDMENT TO BUSINESS COMBINATION AGREEMENT (this “Amendment”), dated as of June 14, 2023, is entered into by and among (i) Black Spade Acquisition Co, an exempted company incorporated with limited liability under the laws of the Cayman Islands (“BSAQ”), (ii) VinFast Auto Pte. Ltd. (Company Registration No. 201501874G), a private company limited by shares incorporated under the laws of Singapore (the “Company”) and (iii) Nuevo Tech Limited, an exempted company incorporated with limited liability under the laws of the Cayman Islands and a direct wholly-owned subsidiary of the Company (“Merger Sub”), and amends that certain Business Combination Agreement, dated as of May 12, 2023 (the “Business Combination Agreement”), by and among the Parties. BSAQ, the Company and Merger Sub are referred to herein collectively as the “Parties.” Capitalized terms used herein and not otherwise defined herein shall have the meanings given to such terms in the Business Combination Agreement.
WHEREAS, the issued and outstanding BSAQ Units, BSAQ Class A Ordinary Shares and BSAQ Public Warrants (collectively, the “BSAQ Public Securities”) are currently listed for trading on the NYSE; and BSAQ wishes to transfer the listing of the BSAQ Public Securities from the NYSE to the NYSE American LLC, and in connection with such transfer, BSAQ will voluntarily delist from the NYSE (collectively, the “Listing Transfer”);
WHEREAS, pursuant to Section 8.01 of the Business Combination Agreement, during the Interim Period, except as consented to by the Company in writing, BSAQ shall use commercially reasonable efforts to operate its business only in the Ordinary Course of Business and shall not conduct certain actions specified under Section 8.01(iii) of the Business Combination Agreement (the “Consent Matters”), and the Listing Transfer may be deemed a Consent Matter; and
WHEREAS, pursuant to Section 8.01 of the Business Combination Agreement, the Company wishes to consent to the Listing Transfer, and pursuant to Section 12.11 of the Business Combination Agreement, the Parties wish to enter into this Amendment to amend the Business Combination Agreement to reflect and effect the implementation of the Listing Transfer, upon the terms and conditions set forth herein.
NOW, THEREFORE, in consideration of the premises and mutual agreements herein contained and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows:
1. Consent. Pursuant to Section 8.01 of the Business Combination Agreement, the Company hereby consents to the Listing Transfer and all actions reasonably required in connection with implementing the Listing Transfer.
2. Amendment to the Business Combination Agreement. Effective as of the date of this Amendment, the following definition of the Business Combination Agreement is hereby amended and restated in its entirety as follows:
“Qualified Stock Exchange” means the Nasdaq, the NYSE or the NYSE American LLC.
3. Effect of Amendment. Except as amended herein, the provisions of the Business Combination Agreement remain unchanged and in full force and effect in accordance with their terms. On and after the date hereof, each reference in the Business Combination Agreement to “this Agreement”, “hereunder”, “hereof” or words of like import shall mean and be a reference to the Business Combination Agreement as amended or otherwise modified by this Amendment. Notwithstanding the foregoing, references to the phrases “the date of this Agreement” or “the date hereof”, wherever used in the Business Combination Agreement, as amended by this Amendment, shall mean May 12, 2023.
4. Construction. This Amendment shall be governed by all provisions of the Business Combination Agreement, as amended by this Amendment, unless context requires otherwise, including all provisions concerning construction, enforcement and governing law. For the avoidance of doubt, Sections 1.01, 1.02, 12.07, 12.08, 12.15 and 12.16 of the Business Combination Agreement are hereby incorporated by reference and shall apply to this Amendment mutatis mutandis.
5. Entire Agreement. This Amendment and the Business Combination Agreement constitute the entire agreement between the Parties on the subject matter contained herein and therein. In the event of a conflict between the terms of the Business Combination Agreement and this Amendment, the terms of this Amendment shall prevail solely as to the subject matter contained herein.
6. Counterparts. This Amendment may be executed in two (2) or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. Any facsimile or pdf copies hereof or signatures hereon shall, for all purposes, be deemed originals.
[Signature Pages Follow]
IN WITNESS WHEREOF the Parties have hereunto caused this Amendment to be duly executed as of the date hereof.
| BLACK SPADE ACQUISITION CO | ||
| By: | /s/ Chi Wai Dennis Tam | |
| Name: Chi Wai Dennis Tam | ||
| Title: Chairman and Co-Chief Executive Officer | ||
[Signature Page to First Amendment to Business Combination Agreement]
IN WITNESS WHEREOF the Parties have hereunto caused this Amendment to be duly executed as of the date hereof.
| VINFAST AUTO PTE. LTD. | ||||
| By: | /s/ NGUYEN THI VAN TRINH | |||
| Name: NGUYEN THI VAN TRINH | ||||
| Title: DIRECTOR | ||||
| NUEVO TECH LIMITED | ||||
| By: | /s/ NGUYEN THI VAN TRINH | |||
| Name: NGUYEN THI VAN TRINH | ||||
| Title: DIRECTOR | ||||
[Signature Page to First Amendment to Business Combination Agreement]
Exhibit 10.1
FIRST AMENDMENT TO
SPONSOR SUPPORT AND LOCK-UP AGREEMENT AND DEED
This FIRST AMENDMENT TO SPONSOR SUPPORT AND LOCK-UP AGREEMENT AND DEED (this “Amendment”) is made as of June 14, 2023, by and among VinFast Auto Pte. Ltd. (Company Registration Number: 201501874G), a private limited company incorporated in Singapore, having its registered office at 61 Robinson Road, #06-01 61 Robinson Road, Singapore 068893 (the “Company”), Black Spade Acquisition Co, an exempted company incorporated with limited liability under the laws of the Cayman Islands (“BSAQ”) and Black Spade Sponsor LLC, a limited liability company registered under the laws of the Cayman Islands (the “Sponsor”), and amends that certain Sponsor Support and Lock-Up Agreement and Deed, dated as of May 12, 2023 (the “Sponsor Support Agreement”), by and among the Company, BSAQ, Sponsor and other parties thereto. Capitalized terms used but not defined in this Amendment have the meanings assigned to them in the Sponsor Support Agreement.
WHEREAS, the parties to the Sponsor Support Agreement including the Company, BSAQ and the Sponsor, in its own capacity and as the lawful attorney and proxy for each Sponsor Party, wish to enter into this Amendment to amend the Sponsor Support Agreement pursuant to Section 5.10 thereof and Section 12.11 of the Business Combination Agreement, upon the terms and conditions set forth herein.
NOW, THEREFORE, in consideration of the premises and mutual agreements herein contained and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows:
1. Amendment to the Sponsor Support Agreement. Effective as of the date of this Amendment, Section 5.5(b) of the Sponsor Support Agreement is hereby amended and restated in its entirety as follows:
“(b) any other working capital loans from (or working capital payables to) the Sponsor or Sponsor Parties to BSAQ, including the $205,000 incurred as of March 31, 2023, and any further incurrence between the date of this Agreement and the Closing, shall be forgiven and no repayment or conversion of such outstanding amounts shall be effected during the term of this Agreement or pursuant to the Business Combination Agreement; provided that to the extent any such working capital loans from (or working capital payables to) the Sponsor or Sponsor Parties to BSAQ and used by BSAQ (or on its behalf) for payment of costs and expenses that are required to be borne and paid by the Company pursuant to Section 12.06 of the Business Combination Agreement (as evidenced by all necessary supporting documentation as the Company may reasonably request), such amounts shall be paid within three (3) Business Days from the Closing Date by the Company to the Sponsor and/or Sponsor Parties, as applicable, in full in cash by wire transfer of immediately available funds to the bank account(s) designated by the Sponsor and/or Sponsor Parties, as applicable, at least three (3) Business Days prior to the Closing Date.”
2. Effect of Amendment. Except as amended herein, the provisions of the Sponsor Support Agreement remain unchanged and in full force and effect in accordance with their terms. On and after the date hereof, each reference in the Sponsor Support Agreement to “this Agreement”, “hereunder”, “hereof” or words of like import shall mean and be a reference to the Sponsor Support Agreement as amended or otherwise modified by this Amendment. Notwithstanding the foregoing, references to the phrases “the date of this Agreement” or “the date hereof”, wherever used in the Sponsor Support Agreement, as amended by this Amendment, shall mean May 12, 2023.
3. Construction. This Amendment shall be governed by all provisions of the Sponsor Support Agreement, as amended by this Agreement, unless context requires otherwise, including all provisions concerning construction, enforcement and governing law. For the avoidance of doubt, Section 5.10 of the Sponsor Support Agreement is hereby incorporated by reference and shall apply to this Amendment mutatis mutandis.
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4. Entire Agreement. This Amendment and the Sponsor Support Agreement constitute the entire agreement between the parties on the subject matter contained herein and therein. In the event of a conflict between the terms of the Sponsor Support Agreement and this Amendment, the terms of this Amendment shall prevail solely as to the subject matter contained herein.
5. Counterparts. This Amendment may be executed in two or more counterparts (any of which may be delivered by electronic transmission), each of which shall constitute an original, and all of which taken together shall constitute one and the same instrument. Delivery by email to counsel for the other parties of a counterpart executed by a party shall be deemed to meet the requirements of the previous sentence.
[Signature Pages Follow]
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IN WITNESS WHEREOF, each party has duly executed this Amendment, all as of the date first written above, as a Deed.
EXECUTED AS A DEED for and on behalf of:
VINFAST AUTO PTE. LTD.
| By: | /s/ NGUYEN THI VAN TRINH | |
| Name: | NGUYEN THI VAN TRINH | |
| Title: | DIRECTOR | |
| In the presence of: | ||
| Witness: | /s/ PEGGY CHUA LAY LING | |
| Name: | PEGGY CHUA LAY LING | |
| Title: | SENIOR ASSISTANT TO DIRECTOR | |
[Signature Page to First Amendment to Sponsor Support Agreement]
IN WITNESS WHEREOF, each party has duly executed this Amendment, all as of the date first written above, as a Deed.
EXECUTED AS A DEED for and on behalf of:
BLACK SPADE ACQUISITION CO
| By: | /s/ Chi Wai Dennis Tam | |
| Name: | Chi Wai Dennis Tam | |
| Title: | Chairman and Co-Chief Executive Officer | |
| In the presence of: | ||
| Witness: | /s/ Shing Joe Kester Ng | |
| Name: | Shing Joe Kester Ng | |
| Title: | Director and Co-Chief Executive Officer | |
[Signature Page to First Amendment to Sponsor Support Agreement]
IN WITNESS WHEREOF, each party has duly executed this Amendment, all as of the date first written above, as a Deed.
EXECUTED AS A DEED for and on behalf of:
BLACK SPADE SPONSOR LLC
| By: | /s/ Chi Wai Dennis Tam | |
| Name: | Chi Wai Dennis Tam | |
| Title: | Manager | |
| In the presence of: | ||
| Witness: | /s/ Shing Joe Kester Ng | |
| Name: | Shing Joe Kester Ng | |
[Signature Page to First Amendment to Sponsor Support Agreement]
Exhibit 99.1
Black Spade Acquisition Co Announces Transfer Listing to NYSE American from NYSE
HONG KONG – June 16, 2023 – Black Spade Acquisition Co (the “Company”) today announced it is transferring the listing of its units, Class A ordinary shares and warrants to the NYSE American LLC (“NYSE American”) from the New York Stock Exchange LLC (“NYSE”). The decision to transfer to the NYSE American was motivated by several factors, including more favorable thresholds for continued listing on the NYSE American following potential redemptions of the Company’s Class A ordinary shares in connection with the vote to extend the deadline by which the Company must complete its initial business combination.
The Company expects to begin trading under its current symbols “BSAQU,” “BSAQ” and “BSAQWS” for its units, Class A ordinary shares and warrants, respectively, at the open of trading on NYSE American on June 21, 2023. The Company will continue to trade on the NYSE until the close of trading on June 20, 2023, and will be delisted from the NYSE in connection with the listing on NYSE American.
About Black Spade Acquisition Co
Black Spade Acquisition Co (“BSAQ”) is a blank check company incorporated for the purpose of effecting a business combination (Special Purpose Acquisition Company). BSAQ was founded by Black Spade Capital, which runs a global portfolio consisting of a wide spectrum of cross-border investments, and consistently seeks to add new investment projects and opportunities to its portfolio. Learn more at: https://www.blackspadeacquisition.com.
Forward-Looking Statements
This press release includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). We have based these forward-looking statements on our current expectations and projections about future events. These forward-looking statements are subject to known and unknown risks, uncertainties and assumptions about us that may cause our actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by such forward-looking statements. In some cases, you can identify forward-looking statements by terminology such as “may,” “should,” “could,” “would,” “expect,” “plan,” “anticipate,” “believe,” “estimate,” “continue,” or the negative of such terms or other similar expressions. Such statements include, but are not limited to, possible business combinations and the financing thereof, and related matters, as well as all other statements. Factors that might cause or contribute to such a discrepancy include, but are not limited to, those described in our Securities and Exchange Commission filings. Except as expressly required by applicable securities law, we disclaim any intention or obligation to update or revise any forward-looking statements whether as a result of new information, future events or otherwise.
Contact
Black Spade Acquisition Co
| Investor Relations |
Tel: +852 3955 1316 |
Email: ir@blackspadeacquisition.com |
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