Blue World Acquisition Corporation (the “Company” or “Blue World”)
(NASDAQ: BWAQ) today announced that, in order to extend the date by
which the Company mush complete its initial business combination
from April 2, 2024 to May 2, 2024, an aggregate of $60,000 (the
“Extension Fee”) has been deposited into the Company’s trust
account (the “Trust Account”). The payment for the Extension Fee
was made by Fuji Solar Co., Ltd (“Fuji Solar”), an indirect major
shareholder of Vietnam Sunergy Cell Company Limited (“TOYO Solar”),
with which the Company is preparing its business combination. The
Company issued an unsecured promissory note to Fuji Solar for the
deposit of the Extension Fee.
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 indirect subsidiary of Fuji
Solar, 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,
has been listed by Bloomberg NEF as one of Tier 1 listed solar
module manufacturers since the first quarter of 2019, with 2022
sales exceeding US$1.2 billion.
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’s business plans including its plans to
expand, the sources and uses of cash from the proposed
transactions, the anticipated enterprise value of the combined
company following the consummation of the proposed transactions,
any benefits of TOYO Solar’s partnerships, strategies or plans as
they relate to the proposed transactions, anticipated benefits of
the proposed transactions and expectations related to the terms and
timing of the proposed transactions 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 communication, 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. In addition, there will be risks
and uncertainties described in the Registration Statement. 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.
Neither Blue World nor TOYO Solar can assure you that the
forward-looking statements in this communication 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 definitive proxy statement
dated March 28, 2024 filed with the SEC in connection with the
proposed transactions (the “Definitive Proxy Statement”) and in its
subsequent quarterly reports on Form 10-Q and other filings with
the SEC. There may be additional risks that neither Blue World or
TOYO Solar presently know or that Blue World and TOYO Solar
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, their
respective directors, officers or employees or any other person
that Blue World and TOYO Solar 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
and TOYO Solar as of the date of this communication. Subsequent
events and developments may cause those views to change. However,
while Blue World and TOYO Solar 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 or TOYO Solar as of any date
subsequent to the date of this communication.
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 or TOYO Solar, 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 transactions,
PubCo filed with the SEC the Registration Statement on Form F-4,
which includes the Definitive Proxy Statement containing
information about the proposed transactions, and the Registration
Statement was declared effective on March 26, 2024. This press
release 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. Blue World’s shareholders and other
interested persons are advised to read, when available, the
Definitive Proxy Statement/prospectus and the amendments thereto
and the Definitive Proxy Statement/prospectus and other documents
filed in connection with the proposed transactions, as these
materials will contain important information about TOYO Solar, Blue
World and the proposed transactions. The Definitive Proxy Statement
was first being mailed to BWAQ’s shareholders as of the record date
established for voting on the proposed transactions on or
about April 1, 2024. Such shareholders are able to obtain copies of
the preliminary proxy statement/prospectus, the Definitive Proxy
Statement/prospectus 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 transactions.
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 transactions 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 transactions 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
transactions.
Contact Information:Liang (Simon)
ShiChairman and Chief Executive OfficerEmail:
liang.shi@zeninpartners.comTel: (646) 998-9582
Investor Relations:Jingwen ZhuAssociateEmail:
jingwenzhu@zeninpartners.comTel: 86 13671834329
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