SILICON VALLEY, Calif.,
March 29,
2024 /PRNewswire/ -- AERKOMM Inc. (Euronext: AKOM,
OTCQX: AKOM, "AERKOMM"), an innovative satellite technology company
providing multi-orbit broadband connectivity solutions, and IX
Acquisition Corp (Nasdaq: IXAQU, "IXAQ"), a SPAC focused on the
technology, media and telecommunications industries, have entered
into a definitive Business Combination Agreement ("BCA") and raised
US $35 million in a private
placement.
The combined business will be called AKOM Inc. ("AKOM") and its
ordinary shares are expected to result in AERKOMM transferring its
listing from Euronext/OTCQX to Nasdaq under the ticker "AKOM",
following the closing of the business combination. It is the
intention of the combined business to also maintain a secondary
listing on Euronext.
Transaction highlights
- Adjusted enterprise value of AERKOMM is US $200 million, as well as up to US $200 million of earnout shares for the AERKOMM
shareholders, if certain milestones are achieved.
- Transaction supported by a fund-raise of US $35 million common equity PIPE (Private
Investment in Public Equity) subscribed concurrently with the
signing of the BCA. The PIPE investors consist of new and current
shareholders in AERKOMM. There may be more capital raised prior to
the business combination, but there is no minimum cash condition
for the transaction.
- Existing AERKOMM shareholders are anticipated to roll 100% of
their equity and may own approximately two-thirds of the new
combined pro forma AKOM, subject to final amounts of PIPE capital
raised and of cash retained in IXAQ trust.
- The Nasdaq-listing is intended to enable AKOM to execute its
strategy to provide carrier-neutral and software-defined
infrastructure to deliver mission-critical, multi-orbit satellite
broadband connectivity.
- Completion of the transaction is expected in Q3 2024, which is
subject to SEC review, to approval by IXAQ and AERKOMM shareholders
and to the satisfaction of certain other customary closing
conditions.
AERKOMM is an innovative satellite technology company, providing
carrier-neutral and software-defined infrastructure for
multi-orbit, end-to-end satellite broadband connectivity, serving
both public and private sectors, including Aerospace & Defense
and Civilian Telecommunications. AERKOMM has a range of
next-generation satellite technologies that offer broadband
connectivity by collaborating with satellite partners and mobile
network operators to link users and platforms on the edge to core
infrastructure hubs.
AERKOMM has established a strong engagement with leading
satellite constellation operators spanning multiple orbits,
including low-earth orbit (LEO), medium-earth orbit (MEO),
geostationary earth orbit (GEO) and highly elliptical orbit (HEO).
Additionally, AERKOMM's technology is currently being implemented
in the Aerospace & Defense market, having been tested live in
selected defense assets.
AERKOMM is developing partnerships with both public and private
sector clients that have increasing demands for multi-beam and
multi-orbit satellite communications solutions.
AERKOMM holds a strong market position. Its target markets,
Aerospace & Defense and Civilian Telecommunications, are
expected to grow from c. $20bn
to c. $60bn by 2030 (Sources: Fortune
Business Insights, Boeing 2023 Annual Report, NSR Report, Teal
Group).
AERKOMM has considerable technical expertise with executives and
innovators drawn from semi-conductors, aerospace, defense, telecoms
dual-use and satellite communications sectors.
AERKOMM's strong capabilities deliver differentiated
solutions:
- High throughput. AERKOMM's semiconductor glass antenna
transmits and receives 50% Mbps more throughput per square-inch
compared to previous state-of-the-art satellite broadband
terminals.
- Interoperability. AERKOMM's universal terminals, including
multi-orbit glass semiconductor antennas and software-defined radio
modems, provide carrier-neutral broadband connectivity. These
terminals are designed to meet the diverse needs of users across
various sectors, delivering high-quality connectivity and
performance.
- Virtualization. AERKOMM's software-defined core network
waveforms integrate satellites and constellations across all major
orbits, as well as advanced 5G and emerging 6G non-terrestrial
networks (NTN). This approach enhances flexibility, scalability and
efficiency, allowing for dynamic adaptation to evolving
communication needs.
Louis Giordimaina, AERKOMM
Chief Executive commented:
"We are delighted to be collaborating with the IXAQ team, who
bring considerable sector and financial experience and expertise.
We will benefit from the resources of the IXAQ team, who also have
a proven track record in the international technology, media and
telecoms sectors.
"We are well positioned to address extremely fast-growing
markets – Aerospace & Defense and Civilian Telecommunications.
We are developing a range of pioneering multi-orbit satellite
technologies with the capability to provide end-to-end broadband
connectivity in collaboration with our satellite partners.
"In the defense sector, we have been leveraging our team's
long-time focus on commercial aviation to demonstrate applications
for satellite communications for unmanned aerial vehicles (UAVs).
Our technology is achieving positive results in real-world settings
and we anticipate commencing our first major contract in 2024. We
will also continue to invest in our talent and partnerships as we
position our technology to scale-up."
Karen Bach, IXAQ Chief
Executive commented:
"We launched IXAQ with a team of executives from the digital
infrastructure and telecommunications sectors in order to add value
to the management teams of our target company – in AERKOMM
we have found the right opportunity.
"Switching AERKOMM's listing to Nasdaq and combining with our
team of experienced operators will support the business to rapidly
evolve into an institutional-grade company that is well-positioned
to capitalize on the numerous opportunities in its expanding
markets."
Contact
AERKOMM INC.
www.aerkomm.com
Investors – IR@AERKOMM.COM
Media – MEDIA@AERKOMM.COM
IX Acquisition Corp.
www.ixacq.com
Investors – contact@ixacq.com
Media – contact@ixacq.com
Forward-Looking Statements
This press release contains certain "forward-looking statements"
within the meaning of the Securities Act of 1933 and the Securities
Exchange Act of 1934, both as amended. Statements that are not
historical facts, including statements about the pending
transactions among IXAQ, AKOM Merger Sub Inc. (IXAQ's subsidiary
for the purpose of affecting the transaction), and AKOM and the
transactions contemplated thereby, and the parties' perspectives
and expectations, are forward-looking statements. Such statements
include, but are not limited to, statements regarding the proposed
transaction, including the anticipated initial enterprise value and
post-closing equity value, the benefits of the proposed
transaction, integration plans, expected synergies and revenue
opportunities, anticipated future financial and operating
performance and results, including estimates for growth, the
expected management and governance of the combined company, and the
expected timing of the transactions. The words "expect," "believe,"
"estimate," "intend," "plan" and similar expressions indicate
forward-looking statements. These forward-looking statements are
not guarantees of future performance and are subject to various
risks and uncertainties, assumptions (including assumptions about
general economic, market, industry and operational factors), known
or unknown, which could cause the actual results to vary materially
from those indicated or anticipated.
Such risks and uncertainties include, but are not limited to:
(i) risks related to the expected timing and likelihood of
completion of the pending transaction, including the risk that the
transaction may not close due to one or more closing conditions to
the transaction not being satisfied or waived, such as regulatory
approvals not being obtained, on a timely basis or otherwise, or
that a governmental entity prohibited, delayed or refused to grant
approval for the consummation of the transaction or required
certain conditions, limitations or restrictions in connection with
such approvals; (ii) risks related to the ability of IXAQ, AKOM
Merger Sub Inc., and AKOM to successfully integrate the businesses;
(iii) the occurrence of any event, change or other circumstances
that could give rise to the termination of the applicable
transaction agreements; (iv) the risk that there may be a material
adverse change with respect to the financial position, performance,
operations or prospects of IXAQ, AKOM Merger Sub Inc., or AKOM; (v)
risks related to disruption of management time from ongoing
business operations due to the proposed transaction; (vi) the risk
that any announcements relating to the proposed transaction could
have adverse effects on the market price of IXAQ's securities;
(vii) the risk that the proposed transaction and its announcement
could have an adverse effect on the ability of IXAQ, AKOM Merger
Sub Inc., and AKOM to retain customers and retain and hire key
personnel and maintain relationships with their suppliers and
customers and on their operating results and businesses generally;
(viii) the risk that the combined company may be unable to achieve
cost-cutting synergies or it may take longer than expected to
achieve those synergies; and (ix) risks associated with the
financing of the proposed transaction. A further list and
description of risks and uncertainties can be found in IXAQ's IPO
prospectus filed with the SEC and in the Registration Statement on
Form S-4 and proxy statement/prospectus that will be filed with the
SEC by IXAQ in connection with the proposed transactions, and other
documents that the parties may file or furnish with the SEC, which
you are encouraged to read. Should one or more of these risks or
uncertainties materialize, or should underlying assumptions prove
incorrect, actual results may vary materially from those indicated
or anticipated by such forward-looking statements. Accordingly, you
are cautioned not to place undue reliance on these forward-looking
statements. Forward-looking statements relate only to the date they
were made, and IXAQ, AKOM Merger Sub Inc., and AKOM and their
subsidiaries undertake no obligation to update forward-looking
statements to reflect events or circumstances after the date they
were made except as required by law or applicable regulation.
Additional Information and Where to Find It
In connection with the transaction described herein, IXAQ will
file relevant materials with the SEC, including the Registration
Statement on Form S-4 and a proxy statement/prospectus. The proxy
statement/prospectus and a proxy card will be mailed to
shareholders of IXAQ as of a record date to be established for
voting at the shareholders' meeting relating to the proposed
transactions. Shareholders will also be able to obtain a copy of
the Registration Statement on Form S-4 and proxy
statement/prospectus without charge from IXAQ. The Registration
Statement on Form S-4 and proxy statement/prospectus, once
available, may also be obtained without charge at the SEC's website
at www.sec.gov or by writing to IXAQ at 53 Davies Street, W1K 5JH
United Kingdom. INVESTORS AND
SECURITY HOLDERS OF IXAQ ARE URGED TO READ THESE MATERIALS
(INCLUDING ANY AMENDMENTS OR SUPPLEMENTS THERETO) AND ANY OTHER
RELEVANT DOCUMENTS IN CONNECTION WITH THE TRANSACTIONS THAT IXAQ
WILL FILE WITH THE SEC WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL
CONTAIN IMPORTANT INFORMATION ABOUT IXAQ, AKOM MERGER SUB, AKOM AND
THE TRANSACTIONS.
Participants in Solicitation
The AKOM Merger Sub and the AKOM and certain shareholders of
IXAQ, 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 IXAQ ordinary shares in
respect of the proposed transaction. Information about IXAQ's
directors and executive officers and their ownership of IXAQ's
ordinary shares is set forth in IXAQ's Registration Statement on
Form S-1 filed with the SEC. Other information regarding the
interests of the participants in the proxy solicitation will be
included in the proxy statement/prospectus pertaining to the
proposed transaction when it becomes available. These documents can
be obtained free of charge from the sources indicated above.
No Offer or Solicitation
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 states or jurisdictions in which such
offer, solicitation, or sale would be unlawful prior to
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. This
press release is not a prospectus for the purposes of the
regulation (EU) 2017/1129 of 14 June
2017 (the "EU Prospectus Regulation"). The securities of
AERKOMM admitting for trading on the professional segment
(compartiment professionnel) of the regulated market of Euronext
Paris are addressed solely to Qualified Investors, as defined in
the EU Prospectus Regulation and in accordance with the provisions
of Article L. 411-2, 1° of the French Code monétaire et
financier.
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SOURCE Aerkomm Inc.