DT Asia Investments Limited Shareholders Approve Its Bus. Combination with China Lending; Company Now Seeking Required Waiver...
06 Juillet 2016 - 1:05PM
Business Wire
DT Asia Investments Limited (NASDAQ: CADT; CADTW; CADTU; CADTR)
(“DT Asia” or the “Company”) today announced that, at yesterday’s
special meeting of shareholders, the Company’s shareholders
approved the Company’s potential business combination with Adrie
Global Holdings Limited (“Adrie”), a privately-held holding company
that primarily operates through its consolidated variable interest
entity, Urumqi Feng Hui Direct Lending Limited (Adrie and its
controlled entities, collectively, “China Lending”), pursuant to
which Adrie will become a wholly-owned subsidiary of DT Asia. In
connection with the special meeting of shareholders, 1,544,138 of
the Company’s public shares were validly presented to the Company
for redemption.
In connection with, and as a condition to, the proposed business
combination, the Company had sought to raise a minimum of $12
million in a private placement of newly created Series A
convertible preferred stock to certain accredited investors. As of
the date hereof, the Company has only received approximately $8.6
million in subscriptions.
Following yesterday’s receipt of shareholder approval, the
parties are seeking to satisfy or negotiate waivers to any
remaining closing conditions to the proposed business combination,
including but not limited to the requirement to have a minimum of
$10 million in cash (before expenses) available at the closing from
the trust funds and the shares issued in the private placement.
Without receiving all waivers, no assurance can be made as to
whether the proposed business combination will be consummated. If
DT Asia does not consummate the private placement and business
combination by the end of July 6, 2016, it will be required to
dissolve and liquidate its trust account by returning the then
remaining funds in such account to its then-public
shareholders.
About DT Asia
DT Asia is a blank check company, also commonly referred to as a
Special Purpose Acquisition Company, or SPAC, formed for the
purpose of acquiring, engaging in a share exchange, share
reconstruction and amalgamation, purchasing all or substantially
all of the assets of, entering into contractual arrangements, or
engaging in any other similar business combination with one or more
businesses or entities. DT Asia’s units, ordinary shares, rights
and warrants are currently listed on the Nasdaq Capital Market
under the symbols “CADTU,” “CADT,” “CADTR” and “CADTW,”
respectively.
About China Lending
Founded in 2009, China Lending is a non-bank direct lending
corporation and provides services to micro, small and medium sized
enterprises, farmers, and individuals, who are currently
underserved by commercial banks in China. Headquartered in Urumqi,
the capital of Xinjiang Autonomous Region, with a registered
capital of $94.7 million as of March 31, 2016, China Lending is one
of the largest direct lending companies in the region in terms of
registered capital.
Forward-Looking Statements
This press release may include forward-looking statements within
the meaning of the “safe harbor” provisions of the Private
Securities Litigation Reform Act of 1995. All statements, other
than statements of historical facts, included in this press release
that address activities, events or developments that China Lending
expects or anticipates will or may occur in the future are
forward-looking statements and are identified with, but not limited
to, words such as “may,” “believe” and “expect.” These statements
are based on certain assumptions and analyses made by China Lending
in light of its experience and its perception of historical trends,
current conditions and expected future developments as well as
other factors it believes are appropriate in the circumstances.
Actual results may differ materially from those expressed herein
due to many factors such as, but not limited to, (1) the occurrence
of any event, change or other circumstances that could give rise to
the termination of the share exchange agreement with Adrie; (2) the
inability to complete the transactions contemplated by the share
exchange agreement due to the failure to consummate the anticipated
private placement financing or satisfy other conditions to the
closing of the proposed business combination which are not
otherwise waived, including but not limited to the requirement to
have a minimum of $10 million in cash (before expenses) available
at the closing from the trust funds and the shares issued in the
private placement; (3) the ability to obtain or maintain the
listing of the Company’s securities on the NASDAQ Capital Market
following the business combination; (4) the risk that the proposed
business combination disrupts the Company’s current plans and
operations; (5) the ability to recognize the anticipated benefits
of the proposed business combination, which may be affected by,
among other things, closing proceeds, competition and the ability
of the business to grow and manage growth profitably; (6) the
outcome of any legal proceedings that may be instituted against DT
Asia or Adrie following the closing of the proposed business
combination; (7) costs related to the proposed business
combination; (8) changes in applicable laws or regulations; (9) the
possibility that the Company may be adversely affected by other
economic, business, and/or competitive factors; and (10) other
risks and uncertainties indicated from time to time in the proxy
statement filed by the Company in connection with the business
combination, including those under “Risk Factors” therein, and
other factors identified in the Company’s prior and future filings
with the SEC, available at www.sec.gov.
These forward-looking statements are based on information
available as of the date of this press release and involve a number
of judgments, risks and uncertainties. Accordingly, forward-looking
statements should not be relied upon as representing our views as
of any subsequent date and the Company undertakes no obligation to
update any forward-looking statements contained herein to reflect
events or circumstances which arise after the date of this press
release, whether as a result of new information, future events or
otherwise, except as may be required under applicable securities
law.
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version on businesswire.com: http://www.businesswire.com/news/home/20160706005703/en/
DT AsiaDT Asia Investments LimitedEmily Tong, Chairman of
the BoardorStephen N Cannon, Chief Executive OfficerInvestor
Relations:The Equity Group Inc.Lena Cati, Vice
President212-836-9611lcati@equityny.com
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