BioPlus Acquisition Corp. Announces Termination of Business Combination Agreement with Avertix Medical, Inc. and its Intention to Liquidate
October 04 2023 - 7:30AM
BioPlus Acquisition Corp. (“BIOS” or the “Company”) (Nasdaq: BIOS)
announced today that (i) BIOS, Avertix Medical, Inc. and certain
other parties have mutually agreed to terminate their previously
announced business combination agreement and plan of reorganization
(the “Business Combination Agreement”), effective as of October 4,
2023 and (ii) it intends to liquidate as soon as practicable after
October 4, 2023 and to return funds to holders of its Class A
ordinary shares that were included in the units issued in the
Company’s initial public offering (“Public Shares”).
The Business Combination Agreement was dated as of May 2, 2023.
The parties have signed an agreement terminating the Business
Combination Agreement on mutually acceptable terms, which also
makes void the ancillary documents to the Business Combination
Agreement.
In view of the termination of the Business Combination
Agreement, BIOS determined that it would be unable to consummate an
initial business combination within the time period in its Amended
and Restated Memorandum and Articles of Association, as amended
(the “Charter”) and BIOS intends to dissolve and liquidate in
accordance with the provisions of its Charter (“Liquidation”).
BIOS expects to redeem all of its Public Shares for an estimated
redemption price of approximately $10.79 per share (the “Redemption
Amount”) after the payment of taxes and dissolution expenses.
Record holders will receive their pro rata portion of the proceeds
of the trust account by delivering their Public Shares to
Continental Stock Transfer & Trust Company, the Company’s
transfer agent. Beneficial owners of Public Shares held in “street
name,” however, will not need to take any action in order to
receive the redemption amount. The redemption of the Public Shares
is expected to be completed within ten business days after October
4, 2023.
The Company’s sponsor has agreed to waive its redemption rights
with respect to its outstanding Class B ordinary shares issued
prior to the Company’s initial public offering and the Class A
ordinary shares contained in the units issued in a private
placement concurrent with the initial public offering.
There will be no redemption rights or liquidating distributions
with respect to the Company’s warrants, which will expire
worthless.
About BioPlus Acquisition Corp.
BioPlus Acquisition Corp. was formed for the purpose of
effecting a merger, capital stock exchange, asset acquisition,
stock purchase, reorganization or similar business combination with
one or more businesses. It is focused on identifying opportunities
in the healthcare industry across the U.S., EU, Israel and
Australasia.
FORWARD-LOOKING STATEMENTS
The press release includes certain statements that are not
historical facts but are forward-looking statements for purposes of
the safe harbor provisions under the U.S. Private Securities
Litigation Reform Act of 1995. Forward-looking statements generally
are accompanied by words such as “believe,” “may,” “will,”
“estimate,” “continue,” “anticipate,” “intend,” “expect,” “should,”
“would,” “plan,” “predict,” “potential,” “seem,” “seek,” “future,”
“outlook,” and similar expressions that predict or indicate future
events or trends or that are not statements of historical matters.
These statements are based on various assumptions and on the
current expectations of the Company’s 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 the
Company. These forward-looking statements are subject to a number
of risks and uncertainties. A more complete discussion of the risks
and uncertainties facing the Company is contained in the Company’s
Annual Report on Form 10-K for the fiscal year ended December 31,
2022 under the heading “Risk Factors,” and other documents of the
Company filed, or to be filed, with the Securities and Exchange
Commission. If the risks materialize or assumptions prove
incorrect, actual results could differ materially from the results
implied by these forward-looking statements. There may be
additional risks that the Company presently does not know or that
the Company currently believes are immaterial that could also cause
actual results to differ from those contained in the
forward-looking statements. In addition, forward-looking statements
reflect the Company’s expectations, plans or forecasts of future
events and views as of the date hereof. The Company anticipates
that subsequent events and developments will cause the Company’s
assessments to change. However, while the Company may elect to
update these forward-looking statements at some point in the
future, the Company specifically disclaims any obligation to do so.
These forward-looking statements should not be relied upon as
representing the Company’s assessments as of any date subsequent to
the date of this press release. Accordingly, undue reliance should
not be placed upon the forward-looking statements.
Contact
Ross Haghighat Jonathan Rigby BioPlus Acquisition Corp.
info@bioplusspac.com
BioPlus Acquisition (NASDAQ:BIOS)
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