Australian Oilseeds Holdings Limited, a Cayman Islands exempted
company (“Australian Oilseeds”, “AOI” or “Pubco”) and EDOC
Acquisition Corp., a publicly-traded special purpose acquisition
company (“EDOC”), today announced they have closed their previously
announced business combination (the “Business Combination”). The
transaction, which was approved on March 5, 2024, by EDOC
shareholders, establishes Australian Oilseeds, the largest cold
pressing oil plant in Australia and the APAC region, pressing
strictly GMO free conventional and organic oilseed, as a
publicly-traded company.
Beginning tomorrow, March 22, 2024, Australian
Oilseeds’ ordinary shares will start trading on Nasdaq under the
ticker symbol “COOT” and Australian Oilseeds’ warrants will start
trading on Nasdaq under the symbol “COOTW.” Australian Oilseeds’
CEO, Gary Seaton and the rest of the company’s current management
team are expected to remain in leadership positions. Following
listing, Mr. Seaton will ring the Nasdaq Closing Bell on March 28,
2024.
“We are thrilled to list Australian Oilseeds on
the Nasdaq, particularly at this moment of burgeoning consumer
demand for organic food ingredients globally,” said Mr. Seaton.
“With global demand for healthier, natural and
chemical-free food products, coupled with growing food
shortages, we plan to capitalize on this increased global demand
for sustainable premium cold-pressed and non-GMO products
through the recent expansion of our existing
cold-pressing capacity from 40,000 metric tons to 80,000
metric tons per annum and our current construction of a
multi-seed crushing plant at Emerald, Queensland with a
projected cold-pressing capacity of 80,000 metric tons per
annum, to market ourself as the largest cold-pressed player in
the APAC region.”
“This is an incredible milestone for the entire
Australian Oilseeds team,” added Mr. Seaton. “Upon the closing of
this transaction, and our commencing trading as a publicly traded
company, investors will have the opportunity to invest in
Australian Oilseeds’ growth and mission to become a global leader
in our market of providing chemical free non-GMO feed ingredients
into the food supply chain as we continue to provide a healthier
option for all consumers on a larger scale.”
“As we noted when the transaction was announced,
Australian Oilseeds not only produces high-demand materials in a
growing market, but also does so in a sustainable manner,” said
Kevin Chen, Chief Executive Officer of EDOC. “We are excited that
Australian Oilseeds and its team have reached this stage and
believe they are ready to accelerate their market position as a
public company.”
Advisors
ARC Group Limited served as exclusive financial
advisor to Australian Oilseeds Investments Pty Ltd, with I-Bankers
Securities, Inc. serving as financial advisor to EDOC.
Rimon P.C. acting as U.S. legal counsel
to Australian Oilseeds Investments Pty Ltd. with Stuarts
Humphries acting as local Cayman Islands counsel.
Ellenoff Grossman & Schole LLP acted as U.S.
legal counsel to EDOC, with Maples acting as Cayman Islands counsel
to EDOC and Clayton Utz acting as Australian counsel to EDOC.
About Australian Oilseeds Investments
Pty Ltd.
Australian Oilseeds Investments Pty Ltd. (the
“Company”) is an Australian proprietary company that, directly and
indirectly through its subsidiaries, is focused on the manufacture
and sale of sustainable oilseeds (e.g., seeds grown primarily for
the production of edible oils) and is committed to working with all
suppliers in the food supply chain to eliminate chemicals from the
production and manufacturing systems to supply quality products to
customers globally. The Company engages in the business of
processing, manufacture and sale of non-GMO oilseeds and organic
and non-organic food-grade oils, for the rapidly growing oilseeds
market, through sourcing materials from suppliers focused on
reducing the use of chemicals in consumables in order to supply
healthier food ingredients, vegetable oils, proteins and other
products to customers globally. The Company has expanded its
existing oil processing plant and is building an additional larger
multi-seed crushing plant in Queensland. Over the past 20
years, the Company has grown to become the largest cold pressing
oil plant in Australia and the APAC region, pressing strictly GMO
free conventional and organic oilseeds.
About EDOC Acquisition Corp.
EDOC Acquisition Corp. is a blank check company
organized for the purpose of effecting a merger, share exchange,
asset acquisition, share purchase, recapitalization,
reorganization, or other similar business combination with one or
more businesses or entities. The company is sponsored by an
extensive network of physician entrepreneurs across 30+ medical
specialties in leading medical institutions and is led by Kevin
Chen, Chief Executive Officer. In November 2020, EDOC consummated
an initial public offering of 9 million units, each unit consisting
of one Class A ordinary share, one right to receive
one-tenth (1/10th) of a Class A ordinary share, upon the
consummation by EDOC of its Business Combination and one redeemable
warrant, each warrant entitles the holder to purchase one-half
(1/2) of a Class A ordinary share at a price of $11.50 per
share.
Cautionary Statement Regarding Forward-Looking
Statements
The information in this press release includes
“forward-looking statements” within the meaning of the “safe
harbor” provisions of the United States Private Securities
Litigation Reform Act of 1995. Forward-looking statements may be
identified by the use of words such as “estimate,” “plan,”
“project,” “forecast,” “intend,” “may,” “will,” “expect,”
“continue,” “should,” “would,” “anticipate,” “believe,” “seek,”
“target,” “predict,” “potential,” “seem,” “future,” “outlook” or
other similar expressions that predict or indicate future events or
trends or that are not statements of historical matters, but the
absence of these words does not mean that a statement is not
forward-looking. These forward-looking statements include, but are
not limited to, (1) statements regarding estimates and forecasts of
financial and performance metrics and projections of market
opportunity and market share; (2) references with respect to the
anticipated benefits of the Business Combination and the related
financing transactions and the projected future financial
performance of Pubco’s operating companies following the Business
Combination and related financing transactions; (3) changes in
the market for Pubco’s products and services and expansion plans
and opportunities; (4) Pubco’s unit economics; (5) the sources and
uses of cash of the Business Combination and the related financing
transactions; (6) the anticipated capitalization and enterprise
value of Pubco’s following the consummation of the Business
Combination and related financing transactions; (7) the projected
technological developments of Pubco and its competitors; (8)
anticipated short- and long-term customer benefits; (9) current and
future potential commercial and customer relationships; (10) the
ability to manufacture efficiently at scale; (11) anticipated
investments in research and development and the effect of these
investments and timing related to commercial product launches; and
(12) the ability of Pubco to maintain the listing of its ordinary
shares and warrants on NASDAQ. These statements are based on
various assumptions, whether or not identified in this press
release, and on the current expectations of Pubco’s and EDOC’s
management 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 by any investor 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 Pubco, the
Company and EDOC. These forward-looking statements are subject to a
number of risks and uncertainties, including the inability to
recognize the anticipated benefits of the Business Combination or
the related financing transactions; the ability to maintain the
listing of Pubco’s securities on NASDAQ following the Business
Combination, including having the requisite number of shareholders;
costs related to the Business Combination and the related financing
transactions; changes in domestic and foreign business, market,
financial, political and legal conditions; risks relating to the
uncertainty of certain projected financial information; the
Company’s ability to successfully and timely develop, manufacture,
sell and expand its technology and products, including implement
its growth strategy; the Company’s ability to adequately manage any
supply chain risks, including the purchase of a sufficient supply
of critical components incorporated into its product offerings;
risks relating to the Company’s operations and business, including
information technology and cybersecurity risks, failure to
adequately forecast supply and demand, loss of key customers and
deterioration in relationships between the Company and its
employees; the Company’s ability to successfully collaborate with
business partners; demand for the Company’s current and future
offerings; risks that orders that have been placed for the
Company’s products are cancelled or modified; risks related to
increased competition; risks relating to potential disruption in
the transportation and shipping infrastructure, including trade
policies and export controls; risks that the Company is unable to
secure or protect its intellectual property; risks of product
liability or regulatory lawsuits relating to the Company’s products
and services; risks that the post-combination company experiences
difficulties managing its growth and expanding operations; the
uncertain effects of the COVID-19 pandemic and certain geopolitical
developments; the ability of the Company to execute its business
model, including market acceptance of its planned products and
services and achieving sufficient production volumes at acceptable
quality levels and prices; technological improvements by the
Company’s peers and competitors; and those risk factors discussed
in documents of Pubco and EDOC filed, or to be filed, with the SEC.
If any of these risks materialize or our assumptions prove
incorrect, actual results could differ materially from the results
implied by these forward-looking statements.
There may be additional risks that Pubco, EDOC
or the Company presently know or that Pubco, EDOC or the Company
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 EDOC’s,
Pubco’s and the Company’s expectations, plans or forecasts of
future events and views as of the date of this press release. EDOC,
Pubco and the Company anticipate that subsequent events and
developments will cause EDOC’s, Pubco’s and the Company’s
assessments to change. However, while EDOC, Pubco and the Company
may elect to update these forward-looking statements at some point
in the future, EDOC, Pubco and the Company specifically disclaim
any obligation to do so. Readers are referred to the most recent
reports filed with the SEC by EDOC. Readers are cautioned not to
place undue reliance upon any forward-looking statements, which
speak only as of the date made, and we undertake no obligation to
update or revise the forward-looking statements, whether as a
result of new information, future events or otherwise.
Contact
Australian Oilseeds Holdings Limited126-142 Cowcumbla
StreetCootamundra New South Wales 2590Attn: Bob Wu, CFOEmail:
info@australianoilseeds.au
EDOC Acquisition Corp.7612 Main Street Fishers, Suite 200Victor,
NY 14564Attn: Kevin Chen, CEOTel: (585) 678-1198
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