Bestpath Enters into Definitive Merger Agreement with Aquaron Acquisition Corp. (Nasdaq: AQU)
28 March 2023
Bestpath IoT Technology Co., Ltd.a pioneer in the technology and application of hydrogen fuel cell powered vehicles in China, and Aquaron Acquisition Corp, a publicly traded special purpose acquisition company, today announced that they have entered into a definitive merger agreement (the "Merger Agreement") that will result in Bestpath being operated under a holding entity named Bestpath Group Limited, an exempted company incorporated in Cayman Islands ("Pubco") and plans to trade on the Nasdaq Stock Market (the "Proposed Transaction"). The Proposed Transaction reflects an initial equity value of approximately $1.2 billion.
Founded in 2019, Bestpath is a pioneering hydrogen fuel cell powered vehicle company in China and is committed to building an innovative hydrogen energy ecosystem by integrating resources of the industrial chain, including vehicle manufacturing and energy supply. With solid experience in supply chain integration, logistics operations, technology research and development, and urban planning, Bestpath focuses on the entire lifecycle of hydrogen energy applications and is committed to promoting the commercialization of various types of hydrogen fuel cell powered vehicles in multiple scenarios, including logistics and container transportation, while accelerating the development of the hydrogen energy industry chain in China.
By leveraging its solid industry experience and partnerships, Bestpath has established, in Shanghai, a manufacturing facility for research and development of hydrogen fuel cell powered vehicles, which is operated by its wholly-owned subsidiary Huture Motors (Shanghai) Co., Ltd. ("Huture Motors"). This facility is staffed by a team of highly skilled engineers and technicians with extensive working experience with reputable vehicle manufacturing companies. Through this facility, Bestpath aims to expand its manufacturing capabilities and further its commitment to sustainable and environmentally-friendly transportation.
"We are excited to announce this important milestone for Bestpath," said Mr. Kecheng Liu, founder and chief executive officer of Bestpath. "This transaction will enable us to accelerate our growth strategy, expand our market presence, and enhance our ability to deliver comprehensive solutions to customers in the hydrogen fuel cell powered vehicle market. With our core expertise in research and development, manufacturing, and sales of hydrogen fuel cell powered vehicles, as well as the construction of hydrogen refueling stations for the provision of hydrogen supply services, we are well positioned to capitalize on the growing demand for environmentally-friendly transportation solutions. We look forward to working closely with our new partners and investors to achieve our long-term goals."
"We are proud to be a partner to Bestpath, and completing our business combination is a tremendous step forward," said Ms. Yi Zhou, the chief executive officer and chairwoman of Aquaron. "We believe that Bestpath is a leader in the hydrogen fuel-cell industry in China, and that they are now poised to transform the hydrogen energy ecosystem to offer the world a solution of zero emission hydrogen mobility and decarbonizing economies. The Aquaron team and I are excited to support Bestpath in its transition to a public company. I would also like to thank the Bestpath team for their amazing contributions and tireless work on this transaction."
The Proposed Transaction values the combined company upon the closing of the Proposed Transaction ("Combined Company") at an implied pro forma pre-money enterprise value of approximately US$1,200,000,000, at a price of US$10.00 per share. Upon closing, the current shareholders of Bestpath will retain a majority of the outstanding shares of the Combined Business and Bestpath will designate a majority of the proposed directors for the Combined Company board.
Proceeds from the Proposed Transaction are expected to be utilized for working capital and general corporate purposes.
The board of directors of both Bestpath and Aquaron have unanimously approved the Proposed Transaction, which is expected to be completed later this year, subject to, among other things, completion of Bestpath's internal reorganization, approval by the shareholders of Aquaron and Bestpath, regulatory approvals and other customary closing conditions, including a registration statement on Form F-4 (the "Registration Statement") to be filed by the Pubco being declared effective by the SEC, and the listing application of the Pubco being approved by the Nasdaq Stock Market LLC.
Additional information about the Proposed Transaction, including a copy of the Merger Agreement, will be provided in a Current Report on Form 8-K to be filed by Aquaron with the SEC and available at https://www.sec.gov/.
Paul Hastings LLP, Zhonglun Law Firm and Ogier are serving as legal counsel to Bestpath. Wilson Sonsini Goodrich & Rosati, P.C. and Jingtian & Gongcheng are serving as legal counsel to Aquaron. Arbor Lake Investment Limited is serving as advisor to Aquaron.