Blue World Acquisition Corporation (“Blue World”) (NASDAQ: BWAQ)
today announced that May 23, 2024 is the deadline for delivery of
redemption requests from the Company’s shareholders for the
extraordinary general meeting (the “Extraordinary General Meeting”)
in connection with the proposed business combination (the “Business
Combination”) between Blue World and Vietnam Sunergy Cell Company
Limited, a Vietnamese company (“TOYO Solar”).
The Extraordinary General Meeting is scheduled
to be held on May 28, 2024. Since May 27, 2024 is a federal
holiday, May 23, 2024, two business days before the date of the
Extraordinary General Meeting, is the deadline for delivery of
redemption requests from the Company’s shareholders.
There is no change to the location, the record
date, or any of the other proposals to be acted upon at the
Extraordinary General Meeting.
If you have questions regarding the
certification of your position or delivery of your shares, please
contact:
Continental Stock Transfer & Trust Company1
State Street 30th FloorNew York, NY
10004-1561E-mail: spacredemptions@continentalstock.com
Blue World’s shareholders who have questions
regarding the Extraordinary General Meeting, or would like to
request documents may contact Blue World’s proxy solicitor,
Advantage Proxy, Inc., at (877) 870-8565, or banks and brokers can
call (206) 870-8565, or by email at ksmith@advantageproxy.com.
About Blue World Acquisition
Corporation
Blue World Acquisition Corporation 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.
About TOYO Solar
TOYO Solar is an early-stage company
incorporated in November 2022 to separate the solar cell and module
production business from Vietnam Sunergy Joint Stock Company, an
affiliate of TOYO Solar and a majority-owned subsidiary of Fuji
Solar Co., Ltd, a Japanese company, whose major shareholder is
Abalance Corporation, a Japanese company publicly traded on the
Tokyo Stock Exchange. TOYO Solar is committed to becoming a
reliable full service solar solutions provider in the United States
and globally, integrating the upstream production of wafer and
silicon, midstream production of solar cell, downstream production
of photovoltaic (PV) modules, and potentially other stages of the
solar power supply chain. TOYO Solar has completed the phase 1
construction of a cell plant in Phu Tho Province, Vietnam with a
designed annual capacity of 3GW, which has commenced commercial
production since October 2023. The phase 2 construction is expected
to commence in the second half of 2024, the completion of which is
expected to extend TOYO Solar’s annual solar cell production
capacity to a total of 6GW. Notably, TOYO Solar’s affiliated
company, Vietnam Sunergy Joint Stock Company, is a well-established
PV module producer in the United States and Southeast Asia as
evidenced by its inclusion in Bloomberg NEF’s Tier 1 Solar Market
List since 2019.
Forward-Looking Statements
This press release contains forward-looking
statements within the meaning of section 27A of the U.S. Securities
Act of 1933, as amended (the “Securities Act”), and section 21E of
the U.S. Securities Exchange Act of 1934 (“Exchange Act”) that are
based on beliefs and assumptions and on information currently
available to Blue World, TOYO Solar and/or TOYO Co., Ltd, a Cayman
Islands exempted company (“PubCo”). In some cases, you can identify
forward-looking statements by the following words: “may,” “will,”
“could,” “would,” “should,” “expect,” “intend,” “plan,”
“anticipate,” “believe,” “estimate,” “predict,” “project,”
“potential,” “continue,” “ongoing,” “target,” “seek” or the
negative or plural of these words, or other similar expressions
that are predictions or indicate future events or prospects,
although not all forward-looking statements contain these words.
Any statements that refer to expectations, projections or other
characterizations of future events or circumstances, including the
consummation of the transactions under the business combination
agreement, projections of market opportunity and market share, the
capability of TOYO Solar and PubCo’s business plans including its
plans to expand, the sources and uses of cash from the proposed
Business Combination, the anticipated enterprise value of the
combined company following the consummation of the proposed
Business Combination, any benefits of TOYO Solar and PubCo’s
partnerships, strategies or plans as they relate to the proposed
Business Combination, anticipated benefits of the proposed Business
Combination and expectations related to the terms and timing of the
proposed Business Combination are also forward-looking statements.
These statements involve risks, uncertainties and other factors
that may cause actual results, levels of activity, performance or
achievements to be materially different from those expressed or
implied by these forward-looking statements. Although each of Blue
World, TOYO Solar and PubCo believes that it has a reasonable basis
for each forward-looking statement contained in this press release,
each of Blue World, TOYO Solar and PubCo cautions you that these
statements are based on a combination of facts and factors
currently known and projections of the future, which are inherently
uncertain. These filings may 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. None of Blue World, TOYO Solar or PubCo can assure you
that the forward-looking statements in this press release will
prove to be accurate. These forward-looking statements are subject
to a number of risks and uncertainties, including, among others,
the ability to complete the transactions due to the failure to
obtain approval from Blue World’s shareholders or satisfy other
closing conditions in the business combination agreement, the
occurrence of any event that could give rise to the termination of
the business combination agreement, the ability to recognize the
anticipated benefits of the transactions, the amount of redemption
requests made by Blue World’s public shareholders, costs related to
the transactions, the impact of the global COVID-19 pandemic, the
risk that the transaction disrupts current plans and operations as
a result of the announcement and consummation of the transactions,
the outcome of any potential litigation, government or regulatory
proceedings and other risks and uncertainties, including those to
be included under the heading “Risk Factors” in Blue World’s Annual
Report on Form 10-K filed with the SEC on September 28, 2023 (the
“Form 10-K”), Blue World’s final prospectus dated January 31, 2023
filed with the SEC (the “Final Prospectus”) related to Blue World’s
initial public offering, Blue World’s Proxy Statement dated May 10,
2024 filed with the SEC and the amendments thereto in connection
with the proposed Business Combination and in its subsequent
quarterly reports on Form 10-Q and other filings with the SEC.
There may be additional risks and uncertainties to be disclosed in
the Proxy Statement Amendment, or that none of Blue World, TOYO
Solar or PubCo presently know or that Blue World, TOYO Solar and
PubCo currently believe are immaterial that could also cause actual
results to differ from those contained in the forward-looking
statements. In light of the significant uncertainties in these
forward-looking statements, you should not regard these statements
as a representation or warranty by Blue World, TOYO Solar, PubCo,
their respective directors, officers or employees or any other
person that Blue World, TOYO Solar and PubCo will achieve their
objectives and plans in any specified time frame, or at all. The
forward-looking statements in this press release represent the
views of Blue World, TOYO Solar and PubCo as of the date of this
press release. Subsequent events and developments may cause those
views to change. However, while Blue World, TOYO Solar and PubCo
may update these forward-looking statements in the future, there is
no current intention to do so, except to the extent required by
applicable law. You should, therefore, not rely on these
forward-looking statements as representing the views of Blue World,
TOYO Solar or PubCo as of any date subsequent to the date of this
press release.
No Offer or solicitation
This press release is not a proxy statement or
solicitation of a proxy, consent or authorization with respect to
any securities or in respect of the potential transactions and does
not constitute an offer to sell or a solicitation of an offer to
buy any securities of Blue World, TOYO Solar or PubCo, nor shall
there be any sale of any such 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 state or jurisdiction. No offer of
securities shall be made except by means of a prospectus meeting
the requirements of the Securities
Act. Important Additional Information Regarding
the Transactions Filed With the SEC
In connection with the proposed Business
Combination, PubCo filed with the SEC the Post-Effective Amendment
to Registration Statement on Form F-4, which includes the Proxy
Statement containing information about the proposed Business
Combination. The Post-Effective Amendment to Registration Statement
was declared effective on May 6, 2024, and the Definitive Proxy
Statement is first being mailed to BWAQ’s shareholders as of the
record date established for voting on the proposed Business
Combination on or about May 17, 2024. This press release does not
contain all the information that should be considered concerning
the proposed Business Combination and is not intended to form the
basis of any investment decision or any other decision in respect
of the transactions. Blue World’s shareholders and other interested
persons are advised to read, when available, the Proxy
Statement/prospectus and the amendments thereto and the Proxy
Statement/prospectus and other documents filed in connection with
the proposed Business Combination, as these materials will contain
important information about TOYO Solar, PubCo, Blue World and the
proposed Business Combination. Shareholders will also be able to
obtain copies of the preliminary proxy statement/prospectus, the
definitive proxy statement/prospectus, the Proxy Statement
Amendment/Post-Effective Amendment and other documents filed with
the SEC, without charge, once available, at the SEC’s website at
www.sec.gov, or by directing a request to Blue World Acquisition
Corporation, 244 Fifth Avenue, Suite B-88, New York, NY 10001,
Attention: Liang Shi, Chief Executive Officer.
Participants in the
Solicitation
PubCo, TOYO Solar, Blue World and their
respective directors, executive officers, other members of
management, and employees, under SEC rules, may be deemed to be
participants in the solicitation of proxies of Blue World’s
shareholders in connection with the proposed Business Combination.
Information regarding the persons who may, under SEC rules, be
deemed participants in the solicitation of Blue World’s
shareholders in connection with the proposed Business Combination
are set forth in PubCo’s Registration Statement on Form F-4,
including a proxy statement/prospectus.
Investors and security holders may
obtain more detailed information regarding the names and interests
in the proposed Business Combination of Blue World’s directors and
officers in Blue World’s filings with the SEC and such information
is also in the Registration Statement filed with the SEC by PubCo,
which includes the proxy statement/prospectus for the proposed
Business Combination.
Contact Information: Liang (Simon)
ShiChairman and Chief Executive OfficerEmail:
liang.shi@zeninpartners.comTel: (646) 998-9582
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