Alset Capital Acquisition Corp. (Nasdaq: ACAX)
(“
Alset”) announced today that its special meeting
of stockholders (the “
Meeting”), which was
originally scheduled for July 25, 2023, has been postponed
to
9:00 a.m. Eastern Time, on
Tuesday, August 1,
2023. At the Meeting, stockholders of Alset will be
asked to vote on proposals to approve, among other things, Alset’s
initial business combination with HWH International, Inc., a Nevada
corporation (“
HWH”), which Alset previously
announced (the “
Business Combination”). There are
no changes to the location, record date, purpose or any of the
proposals to be acted upon at the Meeting.
As a result of this change, the Meeting will now
be held at 9:00 a.m. Eastern Time on
Tuesday, August 1, 2023,
via live webcast at
www.virtualshareholdermeeting.com/ACAX2023SM2.
As a result of this change, Alset has extended
the deadline for holders of Alset’s common stock to submit their
publicly held shares for redemption in connection with the Business
Combination to 5:00 p.m. Eastern Time on Friday, July 28,
2023. Stockholders who wish to withdraw their previously
submitted redemption requests may do so by contacting Alset’s
transfer agent Vstock Transfer LLC prior to this deadline.
If stockholders have any questions or need
assistance, please contact Alset’s proxy solicitor, Advantage
Proxy, Inc., at 24925 13th Place South, Des Moines, WA 98198; (877)
870-8565 (toll free) or (206) 870-8565 (collect); or by email at
ksmith@advantageproxy.com.
ABOUT
ALSET
Alset is a special purpose acquisition company
formed for the purpose of entering a merger, capital stock
exchange, asset acquisition, stock purchase, reorganization, or
other similar business combination with one or more businesses or
entities. Alset began trading on the Nasdaq in February of 2022,
and its common stock, warrants, units and rights are traded under
the ticker symbols ACAX, ACAXW, ACAXU and ACAXR, respectively.
ADDITIONAL INFORMATION
Alset has submitted with the SEC a Registration
Statement on Form S-4 (as amended, the “Registration
Statement”), which was declared effective on July 11,
2023, and included a proxy statement of Alset and a prospectus of
Alset in connection with the proposed transactions (the
“Transactions”) involving Alset, HWH, and the
Merger Sub pursuant to that certain Business Combination Agreement
executed in connection with the Business Combination. The
definitive proxy statement and other relevant documents were mailed
to stockholders of Alset as of a record date of July 7, 2023.
STOCKHOLDERS OF ALSET AND OTHER INTERESTED PARTIES ARE URGED TO
READ THE DEFINITIVE PROXY STATEMENT IN CONNECTION WITH ALSET’s
SOLICITATION OF PROXIES FOR THE SPECIAL MEETING OF ITS STOCKHOLDERS
TO BE HELD TO APPROVE THE TRANSACTIONS BECAUSE THESE DOCUMENTS
CONTAIN IMPORTANT INFORMATION ABOUT ALSET, HWH, AND THE
TRANSACTIONS. Shareholders are also able to obtain copies of the
Registration Statement and the proxy statement/prospectus, without
charge, on the SEC’s website at www.sec.gov or by directing a
request to Alset by contacting its Chief Executive Officer, Heng
Fai Ambrose Chan, Alset Capital Acquisition Corp., 4800 Montgomery
Lane, Suite 210, Bethesda, Maryland 20814, at (301)-971-3955.
DISCLAIMER
This press release shall not constitute an offer
to sell or the solicitation of an offer to buy any securities, nor
shall there be any sale of securities in any jurisdiction in which
the offer, solicitation or sale would be unlawful prior to the
registration or qualification under the securities laws of any such
jurisdiction. No offering of securities shall be made except by
means of a prospectus meeting the requirements of Section 10 of the
Securities Act of 1933, as amended, or an exemption therefrom.
NO ASSURANCES
There can be no assurance that the proposed
Transactions will be completed, nor can there be any assurance, if
the Transactions are completed, that the potential benefits of
combining the companies will be realized. The description of the
Transactions contained herein is only a summary and is qualified in
its entirety by reference to the definitive agreements relating to
the Transactions, copies of which have been filed with the SEC as
exhibits to the Registration Statement.
PARTICIPANTS IN THE
SOLICITATION
Alset, HWH and their respective directors and
executive officers may be deemed to be participants in the
solicitation of proxies from the stockholders of Alset in
connection with the Transactions. Information regarding the
officers and directors of Alset is set forth in Alset’s annual
report on Form 10-K, which was filed with the SEC on February 24,
2023. Additional information regarding the interests of such
potential participants are included in the Registration Statement
(and is included in the definitive proxy statement/prospectus for
the Transactions) and other relevant documents filed with the
SEC.
CAUTIONARY NOTE REGARDING
FORWARD-LOOKING STATEMENTS
The information in this press release contains
certain “forward-looking statements” within the meaning of the
“safe harbor” provisions of the Private Securities Litigation
Reform Act of 1995 with respect to the proposed business
combination. These forward-looking statements generally are
identified by the words “believe,” “project,” “expect,”
“anticipate,” “estimate,” “intend,” “strategy,” “future,”
“opportunity,” “plan,” “may,” “should,” “will,” “would,” “will be,”
“will continue,” “will likely result” and similar expressions, but
the absence of these words does not mean that a statement is not
forward-looking. Forward-looking statements are predictions,
projections and other statements about future events that are based
on current expectations and assumptions and, as a result, are
subject to risks and uncertainties. Actual results may differ from
their expectations, estimates and projections and consequently, you
should not rely on these forward-looking statements as predictions
of future events. Many factors could cause actual future events to
differ materially from the forward-looking statements in this press
release, including but not limited to: (i) the risk that the
business combination may not be completed in a timely manner or at
all, which may adversely affect the price of Alset’s securities;
(ii) the failure to satisfy the conditions to the consummation of
the business combination, including the approval of the business
combination agreement by the stockholders of Alset; (iii) the
occurrence of any event, change or other circumstance that could
give rise to the termination of the business combination agreement;
(iv) the outcome of any legal proceedings that may be instituted
against any of the parties to the business combination agreement
following the announcement of the entry into the business
combination agreement and proposed business combination; (v) the
ability of the parties to recognize the benefits of the business
combination agreement and the business combination; (vi) the lack
of useful financial information for an accurate estimate of future
capital expenditures and future revenue; (vii) statements regarding
HWH’s industry and market size; (viii) financial condition and
performance of HWH, including the anticipated benefits, the implied
enterprise value, the expected financial impacts of the business
combination, potential level of redemptions of HWH’s public
stockholders, the financial condition, liquidity, results of
operations, the products, the expected future performance and
market opportunities of HWH and (ix) those factors discussed in
Alset’s filings with the SEC and that are contained in the
registration statement on Form S-4 and the related proxy statement
relating to the business combination. You should carefully consider
the foregoing factors and the other risks and uncertainties that
are described in the “Risk Factors” section of the registration
statement on Form S-4 and related proxy statement and other
documents to be filed by Alset from time to time with the SEC.
These filings identify and address other important risks and
uncertainties that could cause actual events and results to differ
materially from those contained in the forward-looking statements.
Forward-looking statements speak only as of the date they are made.
Readers are cautioned not to put undue reliance on forward-looking
statements, and while HWH and Alset may elect to update these
forward-looking statements at some point in the future, they assume
no obligation to update or revise these forward-looking statements,
whether as a result of new information, future events or otherwise,
subject to applicable law. Neither HWH nor Alset gives any
assurance that HWH or Alset will achieve its expectations.
Contact:
Alset Capital Acquisition Corp.4800 Montgomery
Lane, Suite 210Bethesda, MD 20814Attn: Anthony S.
Chananthony@alsetinternational.com301-971-3955
Alset Capital Acquisition (NASDAQ:ACAX)
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