TMT de-SPAC Business Combination
Ganzhou, China, November 21, 2024 (GLOBE NEWSWIRE) – The Crone Law Group, P.C. (“CLG”) acted as U.S. legal advisor to TMT Acquisition Corp (“TMT”) (Nasdaq: TMTCU, TMTC, and TMTCR), a publicly traded special purpose acquisition company that was acquired by eLong Power Holding Limited (“eLong”) (Nasdaq: ELPW). eLong Power is a provider of high-power battery technologies for commercial and specialty vehicles and energy storage systems. The de-SPAC transaction was valued at $450,000,000.
The business combination was effected through a share exchange and subsidiary merger. TMT’s proxy solicitation for shareholder approval, and eLong’s registration of its Class A ordinary shares issued in relation to the business combination, were filed together on Form F-4, as amended (File No. 333-280512) with the Securities and Exchange Commission (“SEC”). The registration statement was declared effective by the SEC on September 30, 2024, and TMT’s shareholders approved the transaction on October 29, 2024. At the closing, all of TMT’s non-redeeming shareholders exchanged their TMT shares and publicly traded TMT Rights for Class A ordinary shares of eLong and TMT was merged into eLong’s Cayman Islands subsidiary. TMT is now a subsidiary of eLong and will be delisting from Nasdaq. Elong’s Class A ordinary shares began trading on Nasdaq under the ticker symbol “ELPW” on November 22, 2024.
Subscription agreements were entered into by PIPE investors for the purchase of $7,000,000 in elong Class A ordinary shares. The PIPE financing was consummated concurrently with the closing. At the closing, each PIPE investor also entered into a registration rights agreement with eLong.
“We are very pleased to have had the opportunity to work with TMT and eLong on their successful business combination,” Samara Thomas, CLG’s lead attorney for this transaction said. “Our involvement in this cross-border transaction underscores the strengths of our attorneys to meet the needs of companies in this dynamic market.”
The cross-practice team was led by Samara Thomas, M&A Of Counsel, alongside Tammara Fort, M&A Practice Group Leader, and associate Patrice Malcolm, with capital markets advice provided by partner Liang Shih and tax advice by partner Michael Shaff.
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