Additional Proxy Soliciting Materials (definitive) (defa14a)
26 Junho 2023 - 10:30AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE
COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
Date of Report (Date of
earliest event reported): June 22, 2023
BLUE WORLD ACQUISITION CORPORATION
(Exact name of registrant as specified in its charter)
Cayman Islands |
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001-41256 |
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N/A |
(State or other jurisdiction |
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(Commission File Number) |
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(IRS Employer |
of incorporation) |
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Identification Number) |
244 Fifth Avenue, Suite
B-88
New York, NY 10001
(Address of principal executive offices)
(646) 998-9582
(Registrant’s telephone number, including
area code)
(Former name or former address, if changed since
last report.)
Check the appropriate box below if the Form 8-K
filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ☒ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities
registered pursuant to Section 12(b) of the Act.
Title of each class |
|
Trading Symbol |
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Name
of each exchange on which registered |
Units, consisting of one Class A Ordinary Share, $0.0001 par value, one-half of one redeemable Warrant, each whole warrant to acquire one Class A Ordinary Share, and one Right to acquire one-tenth of one Class A Ordinary Share |
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BWAQU |
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The Nasdaq Stock Market LLC |
Class A Ordinary Shares, par value $0.0001 per share |
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BWAQ |
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The Nasdaq Stock Market LLC |
Redeemable Warrants, each whole warrant exercisable for one Class A Ordinary Share at an exercise price of $11.50 per share |
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BWAQW |
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The Nasdaq Stock Market LLC |
Rights, each whole right to acquire one-tenth of one Class A Ordinary Share |
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BWAQR |
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The Nasdaq Stock Market LLC |
Indicate by check mark whether the registrant
is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the
Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☒
If an emerging growth company, indicate by check
mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting
standards provided pursuant to Section 13(a) of the Exchange Act.
Item 8.01 Other Events.
Previously on June 14,
2023, Blue World Acquisition Corp. (the “Company”) filed a definitive proxy statement for the solicitation of proxies in connection
with a special meeting of the Company’s shareholders to be held on June 30, 2023 (the “Shareholder Meeting”) to consider
and vote on, among other proposals, a proposal to amend its Charter to provide that the Company has until July 2, 2023 to complete a business
combination and may elect to extend the period to consummate a business combination up to nine times, each by an additional one-month
extension (the “Monthly Extension”), for a total up to nine months to April 2, 2024 (such proposal, the “Charter Amendment
Proposal”) and conditional on the approval of the Charter Amendment Proposal, a proposal to amend the Trust Agreement between the
Company and Continental Stock Transfer & Trust Company, LLC (“Continental”) to provide that Continental must commence
liquidation of the Company’s trust account containing the net proceeds of the Company’s initial public offering (the “Trust
Account”) by July 2, 2023, or, if further extended, to effect each Monthly Extension, up to April 2, 2024 (the “Trust Amendment
Proposal”).
In May, 2023, Blue World
Holding Limited, the sponsor of the Company (the “Sponsor”) issued 2,500 of its preference shares (the “Sponsor Preference
Shares”) to Fuji Solar Co., Ltd. (the “New Investor”) for an aggregate purchase price of $1,200,000. Each Sponsor Preference
Share will entitle the New Investor to receive 160 Class B ordinary shares of the Company. Proceeds from the sale of the Sponsor Preference
Shares have been and will continue to be used by the Sponsor to support the purpose and operations of the Company, including deposits
to the Trust Account to effectuate extensions of the Company’s deadline to complete an initial business combination. The New Investor
is the controlling shareholder of a private company that the Company has entered into a non-binding letter of intent with for a potential
business combination.
Forward-Looking Statements
This Current Report on Form 8-K includes
“forward-looking statements” within the meaning of the safe harbor provisions of the United States Private Securities Litigation
Reform Act of 1995. Certain of these forward-looking statements can be identified by the use of words such as “believes,”
“expects,” “intends,” “plans,” “estimates,” “assumes,” “may,”
“should,” “will,” “seeks,” or other similar expressions. Such statements may include, but are not
limited to, statements regarding the Charter Amendment Proposal, the Trust Amendment Proposal and the date of the Shareholder Meeting.
These statements are based on current expectations on the date of this Current Report on Form 8-K and involve a number of risks
and uncertainties that may cause actual results to differ significantly. The Company does not assume any obligation to update or revise
any such forward-looking statements, whether as the result of new developments or otherwise. Readers are cautioned not to put undue reliance
on forward-looking statements.
Additional Information and Where to Find It
On June 14, 2023, the
Company filed the Definitive Proxy Statement with the Securities and Exchange Commission (the “SEC”) in connection with its
solicitation of proxies for the Extraordinary General Meeting. INVESTORS AND SECURITY HOLDERS OF THE COMPANY ARE URGED TO READ THE DEFINITIVE
PROXY STATEMENT (INCLUDING ANY AMENDMENTS OR SUPPLEMENTS THERETO) AND OTHER DOCUMENTS THE COMPANY FILES WITH THE SEC CAREFULLY IN THEIR
ENTIRETY WHEN THEY BECOME AVAILABLE AS THEY WILL CONTAIN IMPORTANT INFORMATION. Investors and security holders will be able to obtain
free copies of the Definitive Proxy Statement (including any amendments or supplements thereto) and other documents filed with the SEC
through the web site maintained by the SEC at www.sec.gov or contact proxy solicitor
Advantage Proxy, Inc.
P.O. Box 13581
Des Moines, WA 98198
Attn: Karen Smith
Toll Free: (877) 870-8565
Collect: (206) 870-8565
Email: ksmith@advantageproxy.com
Participants in the
Solicitation
The Company and its respective
directors and officers may be deemed to be participants in the solicitation of proxies from shareholders in connection with the Shareholder
Meeting. Additional information regarding the identity of these potential participants and their direct or indirect interests,
by security holdings or otherwise, is set forth in the Definitive Proxy Statement. You may obtain free copies of these documents using
the sources indicated above.
SIGNATURES
Pursuant to the requirements
of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto
duly authorized.
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Blue World Acquisition Corporation |
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By: |
/s/ Liang Shi |
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Name: |
Liang Shi |
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Title: |
Chief Executive Officer |
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Date: June 26, 2023 |
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