8i Enterprises Acquisition Corp. (NASDAQ: JFK, “JFK” or “8i”) (the
“Company”), a special purpose acquisition company, today provided
dial-in information for its Special Meeting of Shareholders
scheduled for 10:00 a.m. EST, September 15, 2020. The dial-in
information for the teleconference is as follows:
Dial-in number: 1-813-308-9980Conference ID:
173547
Instructions are also available online at
https://cleartrustonline.com/8imeeting
The Special Meeting is being held to approve the
following transactions in connection with Company’s business
combination with Diginex Limited, a Singapore public company. The
proxy statement/prospectus containing detailed information
concerning the Business Combination and the proposals was first
mailed to JFK shareholders on February 28, 2020 and subsequently
updated and mailed to JFK shareholders on June 30, 2020.
1) The Reincorporation Merger Proposal – To
approve the Merger Agreement, dated October 8, 2019, by and between
Diginex Limited, a Singapore public company limited by shares
(formerly known as Digital Innovative Limited) (“Singapore NewCo”),
DIGITAL INNOVATIVE LIMITED, a British Virgin Islands business
company (“BVI NewCo”) and JFK, and the Plan of Merger to be entered
into between BVI NewCo and JFK, whereby BVI NewCo will merge with
and into JFK with JFK being the surviving entity and a subsequent
wholly-owned subsidiary of Singapore NewCo.
2) The Share Exchange Proposal - To approve the
Share Exchange Agreement, dated July 9, 2019, by and among JFK,
Diginex Limited, a Hong Kong company (“Diginex”), the shareholders
of Diginex (the “Sellers”) and Pelham Limited, a Hong Kong company,
as representative of the Sellers (the “Representative”), as amended
by the Amendment and Joinder to Share Exchange Agreement, dated
October 8, 2019, by and among, Diginex, the Sellers, the
Representative, JFK, Singapore NewCo and BVI NewCo, as amended by
the Second Amendment, dated January 28, 2020, as amended by the
Third Amendment, dated May 6, 2020, as amended by the Fourth
Amendment, dated June 24, 2020 (the “Amended Share Exchange
Agreement”).
3) Adjournment Proposal - To approve the
adjournment of the Meeting under certain circumstances.
About 8i Enterprises Acquisition
Corp.
8i Enterprises Acquisition Corp. is a British
Virgin Islands company incorporated as a blank check company for
the purpose of entering into a merger, share exchange, asset
acquisition, share purchase, recapitalization, reorganization or
similar business combination with one or more businesses or
entities. The Company's efforts to identify a prospective target
business will not be limited to a particular industry or geographic
region, although the Company intends to focus on targets located in
Asia.
Disclaimer
8i Enterprises Acquisition Corp, a British
Virgin Islands business company (“JFK”), Diginex Limited, a
Singapore public company limited by shares (“Singapore NewCo”),
DIGITAL INNOVATIVE LIMITED, a British Virgin Islands business
company (“BVI NewCo”), and Diginex Limited, a Hong Kong company
(“Diginex”), and their respective directors, executive officers and
employees and other persons may be deemed to be participants in the
solicitation of proxies from the holders of JFK ordinary shares in
respect of the proposed transaction among such persons (the
“Business Combination”). Information about JFK’s directors and
executive officers and their ownership of JFK’s ordinary shares is
set forth in JFK’s Annual Report on Form 10-K, dated September 18,
2019, filed with the Securities and Exchange Commission (the
“SEC”), as modified or supplemented by any Form 4 filed with the
SEC since the date of such filing. Other information regarding the
interests of the participants in the proxy solicitation is included
in the proxy statement/prospectus included in the Registration
Statement on Form F-4 jointly filed bv Singapore NewCo and JFK
pertaining to the Business Combination (the “Form F-4”) first
mailed to JFK shareholders on February 28, 2020 and subsequently
updated and mailed to JFK shareholders on June 30, 2020. These
documents can be obtained free of charge from the sources indicated
below.
In connection with the Business Combination,
Singapore NewCo filed the Form F-4, which includes and serves as a
proxy statement/prospectus for JFK’s shareholders. JFK previously
mailed the definitive proxy statement/prospectus and a proxy card
to each shareholder entitled to vote at the meeting relating to the
approval of the Business Combination and other proposals set forth
in the proxy statement/prospectus on February 28, 2020, and mailed
the updated the proxy statement/prospectus on June 30, 2020
INVESTORS AND SECURITY HOLDERS OF JFK ARE URGED TO READ THESE
MATERIALS (INCLUDING ANY AMENDMENTS OR SUPPLEMENTS THERETO) AND ANY
OTHER RELEVANT DOCUMENTS IN CONNECTION WITH THE BUSINESS
COMBINATION THAT JFK WILL FILE WITH THE SEC WHEN THEY BECOME
AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT
JFK, SINGAPORE NEWCO, BVI NEWCO, DIGINEX AND THE BUSINESS
COMBINATION. The preliminary proxy statement/prospectus, the
definitive proxy statement/prospectus, the amendment to the proxy
statement/prospectus and other relevant materials in connection
with the Business Combination (when they become available), and any
other documents filed by JFK with the SEC, may be obtained free of
charge at the SEC’s website (www.sec.gov) or by writing to 8i
Enterprises Acquisition Corp, 6 Eu Tong Sen Street, #08-13 The
Central, Singapore.
Forward Looking Statements
This press release includes forward looking
statements that involve risks and uncertainties. Forward looking
statements are statements that are not historical facts. Such
forward-looking statements, including the identification of a
target business and potential business combination or other such
transaction, are subject to risks and uncertainties, which could
cause actual results to differ from the forward- looking
statements. These risks and uncertainties include, but are not
limited to, those factors described in the section entitled “Risk
Factors” in the prospectus filed by JFK in connection with its
initial public offering on March 27, 2019. Important factors, among
others, that may affect actual results or outcomes include: the
inability to complete the proposed transaction; the inability to
recognize the anticipated benefits of the proposed transaction,
which may be affected by, among other things, the amount of cash
available following any redemptions by JFK shareholders; the
ability to meet Nasdaq’s listing standards following the
consummation of the proposed transaction; and costs related to the
proposed transaction. Important factors that could cause the
combined company’s actual results or outcomes to differ materially
from those discussed in the forward-looking statements include:
Diginex’s limited operating history and history of net losses;
Diginex’s ability to manage growth; Diginex’s ability to execute
its business plan; Diginex’s estimates of the size of the markets
for its products; the rate and degree of market acceptance of
Diginex’s products; Diginex’s ability to identify and integrate
acquisitions; potential litigation involving the Company or Diginex
or the validity or enforceability of Diginex’s intellectual
property; general economic and market conditions impacting demand
for Diginex’s products and services; and such other risks and
uncertainties as are discussed in the Company’s prospectus filed in
connection with its initial public offering and the proxy statement
to be filed relating to the business combination. Other factors
include the possibility that the proposed business combination does
not close, including due to the failure to receive required
security holder approvals, or the failure of other closing
conditions.
The Company expressly disclaims any obligations
or undertaking to release publicly any updates or revisions to any
forward-looking statements contained herein to reflect any change
in the Company's expectations with respect thereto or any change in
events, conditions or circumstances on which any statement is
based.
Contacts
For inquiries regarding 8i Enterprises Acquisition Corp.:
William Yap, CFAChief Financial OfficerEmail:
ir@8icorp.comPhone: +65 6788-0388
or
Tony Tian, CFA Weitian Group LLC Email:
ttian@weitianco.comPhone: +1 732-910-9692
For inquiries regarding Diginex:
Heather DaleChief Marketing OfficerEmail:
heather.dale@diginex.comPhone: +852 9274 3312
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