NEW YORK, Jan. 7, 2022 /PRNewswire/ -- CITIC Capital
Acquisition Corp. (NYSE: CCAC) ("CCAC"), a publicly traded special
purpose acquisition company, and Quanergy Systems, Inc.
("Quanergy"), a leading provider of OPA-based solid state LiDAR
sensors and smart 3D solutions for automotive and IoT, today
announced that, on January 6, 2022,
CCAC's registration statement on Form S-4 (the "Registration
Statement"), relating to the previously announced proposed business
combination (the "Business Combination") with Quanergy, has been
declared effective by the U.S. Securities and Exchange Commission
("SEC"). The Registration Statement provides important information
about CCAC, Quanergy and the Business Combination and can be found
on the SEC's website at https://www.sec.gov under the ticker
"CCAC."
CCAC also announced that its extraordinary general meeting
("Extraordinary Meeting") to approve the Business Combination is
scheduled to be held on January 31,
2022 at 10:00 a.m. Eastern
Time. The Extraordinary Meeting will be virtual and
conducted via live webcast at https://www.cstproxy.com/ccac/2022.
Holders of CCAC shares of common stock at the close of business on
the record date of December 13, 2021
are entitled to notice of, and to vote at, the Extraordinary
Meeting. CCAC has also filed with the SEC a definitive proxy
statement/prospectus relating to Business Combination and has
commenced mailing the definitive proxy statement/prospectus to its
shareholders as of the record date.
If the proposals at the Extraordinary Meeting are approved, the
parties anticipate that the Business Combination will close shortly
thereafter, subject to the satisfaction or waiver (as applicable)
of all other closing conditions.
Upon closing, the combined company will be named Quanergy
Systems, Inc. and is expected to be listed on the New York Stock
Exchange (NYSE) under the ticker symbol "QNGY." CCAC's board has
recommended that stockholders vote "FOR" ALL PROPOSALS at the
Extraordinary Meeting by proxy via telephone, the Internet or by
signing, dating and returning the proxy card, upon receipt, by
following the easy instructions on the proxy card.
CCAC stockholders who need assistance voting or have questions
regarding the Extraordinary Meeting may contact CCAC's proxy
solicitor, Morrow Sodali by telephone at 800-662-5200 or by email
at CCAC.info@investor.morrowsodali.com.
About Quanergy Systems, Inc.
Quanergy Systems' mission is to create powerful, affordable
smart LiDAR solutions for automotive and IoT applications to
enhance people's experiences and safety. Quanergy has developed the
only true 100% solid state CMOS LiDAR sensor built on optical
phased array (OPA) technology to enable the mass production of
low-cost, highly reliable 3D LiDAR solutions. Through Quanergy's
smart LiDAR solutions, businesses can now leverage real-time,
advanced 3D insights to transform their operations in a variety of
industries including industrial automation, physical security,
smart cities, smart spaces, and much more. Quanergy solutions are
deployed by nearly 400 customers across the globe. For more
information, please visit us at www.quanergy.com.
Forward-Looking Statements
This press release includes certain statements that are not
historical facts but are forward-looking statements for purposes of
the safe harbor provisions under the United States 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," "project," "anticipate," "will
likely result" and similar expressions that predict or indicate
future events or trends or that are not statements of historical
matters. All statements, other than statements of present or
historical fact included in this press release, including the
anticipated timing of the proposed Business Combination, the
satisfaction of the closing conditions to the Business Combination,
and the combined company's future products are forward-looking
statements. These statements are based on various assumptions,
whether or not identified in this press release, and on the
current expectations of the respective management of CCAC and
Quanergy 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
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 CCAC or Quanergy. Potential risks and uncertainties that
could cause the actual results to differ materially from those
expressed or implied by forward-looking statements include, but are
not limited to, changes in domestic and foreign business, market,
financial, political and legal conditions; the inability of the
parties to successfully or timely consummate the proposed Business
Combination, including the risk that any regulatory approvals are
not obtained, are delayed or are subject to unanticipated
conditions that could adversely affect the combined company or the
expected benefits of the proposed Business Combination or that the
approval of the shareholders of CCAC or Quanergy is not obtained;
the inability to complete the PIPE offering in connection with the
Business Combination; failure to realize the anticipated benefits
of the proposed Business Combination; risk relating to the
uncertainty of the projected financial information with respect to
Quanergy; the amount of redemption requests made by CCAC's
shareholders; the overall level of consumer demand for Quanergy's
products; general economic conditions and other factors affecting
consumer confidence, preferences, and behavior; disruption and
volatility in the global currency, capital, and credit markets; the
ability to maintain the listing of Quanergy's securities on the New
York Stock Exchange; the financial strength of Quanergy's
customers; Quanergy's ability to implement its business strategy;
changes in governmental regulation, Quanergy's exposure to
litigation claims and other loss contingencies; disruptions and
other impacts to Quanergy's business, as a result of the COVID-19
global pandemic and government actions and restrictive measures
implemented in response; stability of Quanergy's suppliers, as well
as consumer demand for its products, in light of disease epidemics
and health-related concerns such as the COVID-19 global pandemic;
the impact that global climate change trends may have on Quanergy
and its suppliers and customers; Quanergy's ability to protect
patents, trademarks and other intellectual property rights; any
breaches of, or interruptions in, Quanergy's information systems;
fluctuations in the price, availability and quality of electricity
and other raw materials and contracted products as well as foreign
currency fluctuations; Quanergy's ability to utilize potential net
operating loss carry forwards; changes in tax laws and liabilities,
tariffs, legal, regulatory, political and economic risks. The
foregoing list of potential risks and uncertainties is not
exhaustive. More information on potential factors that could affect
CCAC's or Quanergy's financial results is included from time to
time in CCAC's public reports filed with the SEC, including its
Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, and
Current Reports on Form 8-K as well as the other documents CCAC has
filed, or will file, with the SEC, including the final amended
registration statement on Form S-4 that will include proxy
statements/prospectus that CCAC will file with the SEC in
connection with CCAC's solicitation of proxies for the meeting of
shareholders to be held to approve, among other things, the
proposed Business Combination. If any of these risks materialize or
CCAC's or Quanergy's assumptions prove incorrect, actual results
could differ materially from the results implied by these forward-
looking statements. There may be additional risks that neither CCAC
nor Quanergy presently know, or that CCAC and Quanergy currently
believe are immaterial, that could also cause actual results to
differ from those contained in the forward-looking statements. In
addition, forward- looking statements reflect CCAC's and Quanergy's
expectations, plans or forecasts of future events and views as of
the date of this press release. Neither CCAC nor Quanergy gives
assurance that either CCAC or Quanergy, or the combined company,
will achieve its expectations. CCAC and Quanergy anticipate that
subsequent events and developments will cause their assessments to
change. However, while CCAC and Quanergy may elect to update these
forward-looking statements at some point in the future, CCAC and
Quanergy specifically disclaim any obligation to do so, except as
required by law. These forward-looking statements should not be
relied upon as representing CCAC's or Quanergy'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.
Important Information about the Business Combination and
Where to Find It
CCAC has filed a registration statement on Form S-4, which
contains a proxy statement/prospectus and other relevant materials,
and plans to file with the SEC other documents regarding the
proposed transaction with Quanergy. CCAC urges its investors,
shareholders and other interested persons to read, when available,
the proxy statement/prospectus filed with the SEC and documents
incorporated by reference therein because these documents will
contain important information about CCAC, Quanergy and the proposed
Business Combination. CCAC has also commenced mailing the
definitive proxy statement/prospectus and a proxy card to each
shareholder of CCAC as of the record date established for voting on
the proposed Business Combination and will contain important
information about the proposed Business Combination and related
matters. Shareholders of CCAC and other interested persons are
advised to read, when available, these materials (including any
amendments or supplements thereto) and any other relevant documents
in connection with CCAC's solicitation of proxies for the meeting
of shareholders to be held to approve, among other things, the
proposed Business Combination because they will contain important
information about CCAC, Quanergy and the proposed Business
Combination. Shareholders will also be able to obtain copies of the
preliminary proxy statement/prospectus, the definitive proxy
statement/prospectus and other relevant materials in connection
with the transaction without charge, once available, at the SEC's
website at www.sec.gov or by directing a request to: CITIC Capital
Acquisition Corp., 28/F CITIC Tower, 1 Tim Mei Avenue, Central,
Hong Kong, Attention: Fanglu Wang,
telephone: +852 3710 6888. The information contained on, or that
may be accessed through, the websites referenced in this press
release is not incorporated by reference into, and is not a part
of, this press release.
Participants in the Solicitation
CCAC, Quanergy and their respective directors and executive
officers may be deemed participants in the solicitation of proxies
from CCAC's shareholders in connection with the proposed Business
Combination. CCAC's shareholders and other interested persons may
obtain, without charge, more detailed information regarding the
directors and officers of CCAC in CCAC's final prospectus filed
with the SEC on February 12, 2020 in
connection with CCAC's initial public offering. Information
regarding the persons who may, under SEC rules, be deemed
participants in the solicitation of proxies to CCAC's shareholders
in connection with the proposed Business Combination will be set
forth in the proxy statement/prospectus for the proposed Business
Combination when available. Additional information regarding the
interests of participants in the solicitation of proxies in
connection with the proposed Business Combination will be included
in the proxy statement/prospectus that CCAC intends to file with
the SEC. You may obtain free copies of these documents as described
in the preceding paragraph.
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 transaction and shall not constitute an
offer to sell or a solicitation of an offer to buy the securities
of CCAC or Quanergy, 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 Section 10 of the
Securities Act.
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SOURCE CCAC