George Town, Grand Cayman and Nanjing, China, Aug. 21, 2023 (GLOBE NEWSWIRE) -- Finnovate Acquisition Corp. (Nasdaq: FNVT) ("Finnovate"), a publicly traded special purpose acquisition company, and Scage International Limited ("Scage") announced today that they have entered into a definitive Business Combination Agreement (the "Business Combination Agreement"). Upon consummation of the two mergers and the other transaction contemplated by the Business Combination Agreement (the "Business Combination"), Scage Future, a newly formed holding company ("Pubco") will seek to be listed on the Nasdaq Stock Market. The outstanding securities of Scage and Finnovate will be converted into the right to receive securities of Pubco. The transaction represents a post-combination valuation of $1.0 billion ($1,000,000,000) for Scage upon closing of the Business Combination, subject to adjustment.
Headquartered in Nanjing, China, Scage is a zero-emission solution provider focused on new energy heavy-duty commercial vehicles and e-fuel solutions. Scage has completed the design, production and testing of several new energy commercial vehicles (including the Galaxy II truck), covering application scenarios for logistics, mining and port transportation. Scage's competitive advantages are characterized by robust R&D capabilities, an accelerated delivery process and an experienced management team. According to Frost & Sullivan, a third-party research firm commissioned by Scage in connection with the proposed Business Combination, Scage's Galaxy II truck is one of the earliest new energy hybrid heavy-duty trucks in China to operate with a driving range of 2,000 km, which aims to solve the range anxiety problem of new energy heavy trucks. Scage has entered the batch delivery stage for Galaxy II and expects the new Galaxy series based on hydrogen and hydrogen derivatives (e-fuel) will achieve zero carbon while meeting the economic needs of most customers.
Commenting on today's announcement, Scage's Founder and Chairman, Chao Gao, said, "I have been an engineer in the automotive industry for nearly 18 years. Throughout my career, I have done a lot of innovative work, but this has been the most exciting one for me. We can see the near future of new energy, intelligent heavy trucks galloping all over the world. This is not only a clean energy revolution but also a gorgeous performance of artificial intelligence, and we have made it a reality. I am very grateful to my team, whose unremitting efforts have brought the company to this historic moment. I'd also like to extend special thanks to Finnovate for its trust. This proposed merger will make more people know about Scage and has given us full confidence in the future. As our next step, we plan to build lean plants in various locations, expanding the reach of Scage products to a broader audience."
The boards of directors or similar governing bodies of Scage and Finnovate have approved the proposed Business Combination, subject to, among other things, the approval by Scage's and Finnovate's shareholders of the proposed Business Combination, satisfaction of the conditions stated in the Business Combination Agreement and other customary closing conditions, including that the U.S. Securities and Exchange Commission (the "SEC") completes its review of the proxy statement/prospectus relating to the proposed Business Combination, the receipt of certain regulatory approvals, and approval by The Nasdaq Stock Market to list the securities of Pubco.
Scage's Founder and Chairman, Chao Gao, is expected to continue to lead Pubco after the closing of the Business Combination.
ABOUT SCAGE
Scage is a zero-emission solution provider focused on new energy heavy-duty commercial vehicles and e-fuel solutions. Scage is engaged in the design, testing and commercialization of new energy heavy-duty commercial vehicles for logistics, mining, and port transportation uses.
ABOUT FINNOVATE
Finnovate Acquisition Corp. (Nasdaq: FNVT) is a blank check company incorporated in the Cayman Islands with the purpose of acquiring one and more businesses and assets, via a merger, capital stock exchange, asset acquisition, stock purchase, and reorganization.
ADVISORS
Ellenoff Grossman & Schole LLP is serving as legal advisor to Finnovate. Wilson Sonsini Goodrich & Rosati, Jingtian & Gongcheng and Ogier are serving as legal advisors to Scage.
ADDITIONAL INFORMATION
Pubco intends to file with the SEC a Registration Statement on Form F-4 (as may be amended, the "Registration Statement"), which will include a preliminary proxy statement of Finnovate and a prospectus in connection with the proposed Business Combination involving Finnovate, Pubco, Hero 1, Hero 2 and Scage pursuant to the Business Combination Agreement. The definitive proxy statement and other relevant documents will be mailed to shareholders of Finnovate as of a record date to be established for voting on Finnovate's proposed Business Combination with Scage. SHAREHOLDERS OF FINNOVATE AND OTHER INTERESTED PARTIES ARE URGED TO READ, WHEN AVAILABLE, THE PRELIMINARY PROXY STATEMENT, AND AMENDMENTS THERETO, AND THE DEFINITIVE PROXY STATEMENT IN CONNECTION WITH FINNOVATE'S SOLICITATION OF PROXIES FOR THE SPECIAL MEETING OF ITS SHAREHOLDERS TO BE HELD TO APPROVE THE BUSINESS COMBINATION BECAUSE THESE DOCUMENTS WILL CONTAIN IMPORTANT INFORMATION ABOUT FINNOVATE, SCAGE, PUBCO AND THE BUSINESS COMBINATION. Shareholders will also be able to obtain copies of the Registration Statement and the proxy statement/prospectus, without charge, once available, on the SEC's website at www.sec.gov or by directing a request to Finnovate by contacting its Chief Financial Officer, Wang Chiu (Tommy) Wong, c/o Finnovate Acquisition Corp., 20 Genesis Close, George Town, The White House, Grand Cayman, KY1 1208, Cayman Islands, at +852 6290-1860 or at tomwg98@gmail.com.
NO OFFER OR SOLICITATION
This press release is for informational purposes only and does not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of securities in any jurisdiction in which the offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such jurisdiction. No offering of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended.
NO ASSURANCES
There can be no assurance that the proposed Business Combination will be completed, nor can there be any assurance, if the Business Combination is completed, that the potential benefits of combining the companies will be realized. The description of the Business Combination contained herein is only a summary and is qualified in its entirety by reference to the definitive agreements relating to the Business Combination, copies of which will be filed by Finnovate with the SEC as an exhibit to a Current Report on Form 8-K.
PARTICIPANTS IN THE SOLICITATION
Pubco, Finnovate, Scage and their respective directors and executive officers may be deemed to be participants in the solicitation of proxies from the shareholders of Finnovate in connection with the Business Combination. Information regarding the officers and directors of Finnovate is set forth in Finnovate's information statement on Schedule 14F-1, which was filed with the SEC on May 19, 2023. Additional information regarding the interests of such potential participants will also be included in the Registration Statement on Form F-4 (and will be included in the definitive proxy statement/prospectus for the Business Combination) and other relevant documents filed with the SEC.
Contact:
Finnovate Acquisition Corp.
Calvin Kung
The White House 20 Genesis Close
George Town, Grand Cayman KY1 1208
+1 (424) 253-0908