Energem Corp. (“Energem” or the “Company”) (Nasdaq: ENCP, ENCPW), a
special purpose acquisition company, today announced the payment of
approximately $85,296.45 to its Trust Account (as defined herein)
in connection with the second monthly extension of the Termination
Date (as defined herein).
On November 18, 2021, the Company consummated
its initial public offering (the “IPO”). In connection therewith,
the Company entered into an Investment Management Trust Agreement,
dated November 18, 2021, by and between the Company and Continental
Stock Transfer & Trust Company, as trustee (“Continental”) (the
“Trust Agreement”). A form of the Trust Agreement was initially
filed as an exhibit to the Company’s Registration Statement on Form
S-1 (File No. 333-259443) in connection with the IPO.
As previously announced, on November 16, 2022,
at 9:00 a.m. ET, the Company held an extraordinary general meeting
of its shareholders (the “Extraordinary General Meeting”) who cast
their votes and approved an amendment to the Trust Agreement (the
“Trust Amendment Proposal”), pursuant to which the Trust Agreement
was amended to extend the date on which Continental must liquidate
the Trust Account established in connection with the IPO (the
“Trust Account”) if the Company has not completed its initial
business combination, from November 18, 2022 to August 18,
2023.
Shareholders of the Company also approved the
Second Amended and Restated Articles of Association of the Company
at the Extraordinary General Meeting, giving the Company the right
to extend the date by which the Company must (i) consummate a
merger, capital share exchange, asset acquisition, share purchase,
reorganization or similar business combination involving the
Company and one or more businesses (a “business combination”), (ii)
cease its operations if it fails to complete such business
combination, and (iii) redeem or repurchase 100% of the Company’s
Class A ordinary shares included as part of the units sold in the
Company’s IPO from November 18, 2022 (the “Termination Date”) by up
to nine (9) one-month extensions to August 18, 2023 (the “Extension
Amendment Proposal”).
In connection with the voting on the Extension
Amendment Proposal and the Trust Amendment Proposal at the
Extraordinary General Meeting, holders of 9,604,519 shares of the
Company’s Class A ordinary shares exercised their right to redeem
those shares for cash at an approximate price of $10.21 per share,
for an aggregate of approximately $98,062,138.99. Following the
payment of the redemptions, the Trust Account had a balance of
approximately $19,360,390.01.
In connection with the second monthly extension
of the Termination Date, following approval of the Extension
Amendment Proposal and the Trust Amendment Proposal, the Company
has caused $0.045 per outstanding share of the Company’s Class A
ordinary shares or approximately $85,296.45 for 1,895,481 Class A
ordinary shares to be paid to the Trust Account today in advance of
the December 17, 2022 due date for the second monthly extension of
the Termination Date.
About Energem Corp.
Energem Corp. is a blank check company formed
for the purposes of effecting a merger, capital share exchange,
asset acquisition, share purchase, reorganization, or similar
business combination with one or more energy and/or sustainable
natural resource companies. In November 2021, Energem consummated a
$115 million initial public offering of 11.5 million units
(reflecting the underwriters’ full exercise of their over-allotment
option), each unit consists of one Class A ordinary share and one
redeemable warrant, each warrant entitles the holder to purchase
one Class A ordinary share at a price of $11.50 per share. ARC
Group Limited acted as sole financial advisor and EF Hutton,
division of Benchmark Investments LLC, served as the sole
book-running manager of Energem’s initial public offering.
Participants in
Solicitation
Energem and its directors and executive officers
may be deemed participants in the solicitation of proxies from
Energem’s shareholders with respect to the Business Combination and
related matters. A list of the names of those directors and
executive officers and a description of their interests in Energem
is contained in Energem’s definitive Registration Statement on Form
S-1, as filed on November 17, 2021, File No. 333-259443, which was
filed with the SEC and is available free of charge at the SEC’s web
site at www.sec.gov, or by directing a request to Energem Corp.,
Level 3, Tower 11, Avenue 5, No. 8, Jalan Kerinchi, Bangsar South
Wilayah Persekutuan Kuala Lumpur, Malaysia. Additional information
regarding the interests of such participants will be contained in
the Prospectus and Proxy Statement when available.
Graphjet Technology Sdn. Bhd., a Malaysian
private limited company (“Graphjet” or the “Target”) and its
directors, managers, and executive officers may also be deemed to
be participants in the solicitation of proxies from Energem’s
shareholders in connection with the Business Combination and
related matters. A list of the names of such parties and
information regarding their interests in the Business Combination
and related matters will be included in the Prospectus and Proxy
Statement when available.
Cautionary Statement Regarding
Forward-Looking Statements
This press release contains “forward-looking
statements” within the meaning of the Private Securities Litigation
Reform Act of 1995. Such statements include, but are not limited
to, statements about future financial and operating results, our
plans, objectives, expectations and intentions with respect to
future operations, products and services; and other statements
identified by words such as “will likely result,” “are expected
to,” “will continue,” “is anticipated,” “estimated,” “believe,”
“intend,” “plan,” “projection,” “outlook” or words of similar
meaning. These forward-looking statements include, but are not
limited to, statements regarding Graphjet’s industry and market
sizes, future opportunities for Energem and Graphjet, Energem and
Graphjet’s estimated future results and the transactions
contemplated by the Share Purchase Agreement, including the implied
enterprise value, the expected transaction and ownership structure
and the likelihood and ability of the parties to successfully
consummate the transactions contemplated by the Share Purchase
Agreement. Such forward-looking statements are based upon the
current beliefs and expectations of our management and are
inherently subject to significant business, economic and
competitive uncertainties and contingencies, many of which are
difficult to predict and generally beyond our control. Actual
results and the timing of events may differ materially from the
results anticipated in these forward-looking statements.
In addition to factors previously disclosed in
Energem’s reports filed with the SEC and those identified elsewhere
in this communication, the following factors, among others, could
cause actual results and the timing of events to differ materially
from the anticipated results or other expectations expressed in the
forward-looking statements: (i) the risk that the transactions
contemplated by the Share Purchase Agreement may not be completed
in a timely manner or at all, which may adversely affect the price
of Energem’s securities; (ii) the risk that the transactions
contemplated by the Share Purchase Agreement may not be completed
by Energem’s Business Combination deadline and the potential
failure to obtain an extension of the Business Combination deadline
if sought by Energem; (iii) the failure to satisfy the conditions
to the consummation of the transactions contemplated by the Share
Purchase Agreement, including the adoption of the Share Purchase
Agreement by the shareholders of Energem, the satisfaction of the
minimum cash amount following redemptions by Energem’s public
shareholders and the receipt of certain governmental and regulatory
approvals; (iv) the lack of a track record for Graphjet to
determine the market’s reaction to its technology; (v) the
occurrence of any event, change or other circumstance that could
give rise to the termination of the Share Purchase Agreement; (vi)
the effect of the announcement or pendency of the transactions
contemplated by the Share Purchase Agreement on Graphjet’s business
relationships, performance and business generally; (vii) risks that
the transactions contemplated by the Share Purchase Agreement
disrupt current plans and operations of Graphjet; (viii) the
outcome of any legal proceedings that may be instituted against
Graphjet or Energem related to the Share Purchase Agreement or the
transactions contemplated thereby; (ix) the ability to maintain the
listing of Energem’s securities on Nasdaq Global Market; (x) the
price of Energem’s securities, including following the Closing, may
be volatile due to a variety of factors, including changes in the
competitive and regulated industries in which Graphjet operates,
variations in performance across competitors, changes in laws and
regulations affecting Graphjet’s business and changes in the
capital structure; (xi) the ability to implement business plans,
forecasts, and other expectations after the completion of the
transactions contemplated by the Share Purchase Agreement, and
identify and realize additional opportunities; (xii) the risk of
downturns and the possibility of rapid change in the highly
competitive industry in which Graphjet operates, and the risk of
changes in applicable law, rules, regulations and regulatory
guidance that could adversely impact Graphjet’s operations; (xiii)
the risk that Graphjet and its current and future collaborators are
unable to successfully develop and commercialize Graphjet’s
products or services, or experience significant delays in doing so;
(xiv) the risk that Graphjet may not achieve or sustain
profitability; (xv) the risk that Graphjet will need to raise
additional capital to execute its business plan, which may not be
available on acceptable terms or at all; and (xvi) the risk that
Graphjet experiences difficulties in managing its growth and
expanding operations.
Actual results, performance or achievements may
differ materially, and potentially adversely, from any projections
and forward-looking statements and the assumptions on which those
forward-looking statements are based. There can be no assurance
that the data contained herein is reflective of future performance
to any degree. You are cautioned not to place undue reliance on
forward-looking statements as a predictor of future performance as
projected financial information and other information are based on
estimates and assumptions that are inherently subject to various
significant risks, uncertainties and other factors, many of which
are beyond our control. All information set forth herein speaks
only as of the date hereof in the case of information about Energem
and Graphjet or the date of such information in the case of
information from persons other than Energem or Graphjet, and we
disclaim any intention or obligation to update any forward-looking
statements as a result of developments occurring after the date of
this communication. Forecasts and estimates regarding Graphjet’s
industry and end markets are based on sources we believe to be
reliable, however there can be no assurance these forecasts and
estimates will prove accurate in whole or in part. Annualized, pro
forma, projected, and estimated numbers are used for illustrative
purpose only, are not forecasts and may not reflect actual
results.
No Offer or Solicitation
This press release is for informational purposes
only and is not intended to and shall not constitute a proxy
statement or the solicitation of a proxy, consent or authorization
with respect to any securities or in respect of the Business
Combination or PIPE financing and is not intended to and shall not
constitute an offer to sell or the solicitation of an offer to sell
or the solicitation of an offer to buy or subscribe for any
securities or a solicitation of any vote of approval, nor shall
there be any sale, issuance or transfer 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.
ContactsEnergem Corp. Level 3, Tower 11, Avenue
5, No. 8, Jalan Kerinchi, Bangsar South Wilayah Persekutuan, Kuala
Lumpur, MalaysiaAttn: Mr. Swee Guan Hoo Chief Executive Officer
Tel: + (60) 3270 47622
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