NEW YORK, Nov. 8, 2021 /PRNewswire/ -- DDC Enterprise
Limited (the "Company" or "DDC"), a digital publisher and
merchandising company that owns and operates the brand DayDayCook,
and Ace Global Business Acquisition Limited ("Ace") (Nasdaq: ACBA,
ACBAU, ACBAW), a special purpose acquisition company ("SPAC"),
announced today that Ace has filed a preliminary proxy statement
with the U.S. Securities and Exchange Commission ("SEC") in
connection with the previously announced business combination
transaction between DDC and Ace (the "Business Combination").
While the information in the filed preliminary proxy statement
is subject to change, it provides important information about Ace's
proposed Business Combination with DDC. Ace currently anticipates
holding a shareholder meeting with respect to the transactions
contemplated by the Business Combination in the fourth quarter of
2021.
As previously announced on August 25,
2021, upon the closing of the transactions contemplated by
the Business Combination, the parties plan to remain Nasdaq-listed
under a new ticker symbol. As part of the agreement, DDC will keep
its highly experienced management team in place, which is led by
Norma Chu, DDC's Founder and CEO,
and will spearhead the Company's strategic transformation. As part
of the transaction, DDC and Ace will aim to raise private
investment in public equity (PIPE) of approximately US$30-40 million, which will be used to fund
DDC's growth plans.
DDC – A Leader in Food Innovation
Founded in 2012, DDC is a digital publisher and merchandising
company that owns and operates the brand DayDayCook, which is
currently one of the leading content-driven lifestyle brands for
young food lovers located in Asian markets.
DDC has launched ready-to-heat (RTH), ready-to-cook (RTC) and
plant-based food products, which bring convenience and quality food
products to the young food lovers. DDC, together with its
subsidiaries (the "Group"), builds brand recognition through
culinary and lifestyle content across major social media and
e-commerce platforms to promote its products, which, in the
aggregate, has resulted in over 3 billion video views and more than
10 million orders worldwide.
As of the second fiscal quarter of 2021, DDC has had 60 million
active viewers and 3.4 million paid customers. Of the 60 million
active viewers, approximately 85% are Generation Z, 75% are from
non-tier 1 cities in China, and
62% are female. The average age of a viewer engaging with DDC's
products or marketplace is under 30 years old. DDC also has a
content library with more than 473,000 minutes of in-house created
content. For the six-month period ended June
30, 2021 ("H1 2021"), DDC achieved RMB 88.1 million (or approximately USD 13.6 million) in revenue. DDC has and
continues to focus on improving the overall cost structure of the
business. As a result, for H1 2021, its gross profit margin was
21.6% (versus 15.7% for the six-month period ended June 30, 2020).
Independent Directors and Advisor
In addition, DDC announced today the appointment of three new
Independent Directors to its Board of Directors: Conor Chia-Hung Yang, Matthew Gene Mouw, and Sam Shih. In addition, DDC appointed a new
advisor, Dr. Malik Sadiq, to its
Advisory Board.
DDC Founder and CEO, Norma Chu,
commented, "Conor, Matthew, Sam, and Malik are all experienced and
respected veterans of this field who will be instrumental in
propelling our company to the next level and unlocking additional
growth opportunities as we shape DDC's future strategic direction.
Each brings invaluable industry insights, product innovation,
execution, and management excellence to our team and we look
forward to benefitting from their collaboration."
Mr. Conor Chia-Hung Yang
is an experienced CFO who has brought Chinese TMT companies to
successful US listings. He is an experienced audit committee chair
for a number of US listed companies, including EHang (Nasdaq: EH)
and I-Mab (Nasdaq: IMAB). Mr. Yang is a co-founder of Black Fish
Technology Group Limited ("Black Fish"), and served as its
president from November 2017 to
February 2021. Prior to joining Black
Fish, Mr. Yang was the Chief Financial Officer of Tuniu Corporation
(Nasdaq: TOUR) from January 2013 to
November 2017.
Mr. Sam Shih has more than
30 years of corporate experience in China and Asia
Pacific regions, having extensive experience with PepsiCo
Inc. ("PepsiCo") and Redbull. Mr. Shih is currently a partner and
Chief Operating Officer of OYO Hotel Company, an unicorn start-up
backed by Softbank in China since
2018. Mr. Shih started his career and spent over two decades with
PepsiCo. During his tenure with PepsiCo, he held various senior
positions, such as Chief Executive Officer of PepsiCo Investment
(China) Limited, and Vice
President of Pepsi Beverage Business in China.
Mr. Matthew Gene Mouw has
accumulated extensive experience in general management, sales &
marketing, international expansion, and M&A with global food
brands during his career. Mr. Mouw served as Regional President
Asia, Africa and Australia for Barilla SpA from March 2011 to December
2015. Prior to that, Mr. Mouw held various senior positions
at Groupe Danone, including General Manager for Danone SA in
China, General Representative of
Robust China Co., Ltd., General Manager of Danone (Health Mineral
Water) and General Manager of Danone (Home and Delivery) from
September 2000 to September 2010.
Dr. Malik Sadiq has more
than 25 years of experience in the food and strategy consulting
industry across China,
India, and the US. Dr. Sadiq is
currently the Chief Operating Officer of LIVEKINDLY Co.
("LIVEKINDLY"). Prior to his role with LIVEKINDLY, Dr. Sadiq worked
in Tyson Foods, holding several senior management positions since
May 2007, including CEO India, COO
China, and Head of Global Sourcing and Business Optimization. Dr.
Sadiq also served as the Vice President of Consumer Practice at
Hitachi Consulting from July 2002 to
May 2006. Dr Sadiq holds a Master of
Science in Industrial Engineering and a PHD in industrial
Engineering from University of
Arkansas.
About DDC
DDC is a private company incorporated in the British Virgin Islands in 2012, which started
its business in Hong Kong and
expanded its business to Shanghai,
PRC in 2015, whereupon it registered by the way of continuation in
the Cayman Islands in the same
year. The Group is a digital publisher and merchandiser for Asian
cooking based in Hong Kong and
Mainland China. The Group mainly runs the leading content-driven
lifestyle brand, DayDayCook, for young food lovers who are seeking
quality food and convenience from ready-to-heat (RTH),
ready-to-cook (RTC) and plant-based food products. An omni-channel
approach is adopted by the Group to promote and sell their
products, including online, offline and social commerce channels.
The Group also continuously builds brand recognition and fan base
through online video contents, such as recipe video, product
evaluation, live streaming and advertising videos.
About Ace Global Business Acquisition Limited
Ace 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.
Forward-Looking Statements
This press release contains, and certain oral statements made by
representatives of Ace, DDC, and their respective affiliates, from
time to time may contain, "forward-looking statements" within the
meaning of the "safe harbor" provisions of the Private Securities
Litigation Reform Act of 1995. Ace's and DDC's 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. Words such as "expect,"
"estimate," "project," "budget," "forecast," "anticipate,"
"intend," "plan," "may," "will," "could," "should," "believes,"
"predicts," "potential," "might" and "continues," and similar
expressions are intended to identify such forward-looking
statements. These forward-looking statements include, without
limitation, Ace's and DDC's expectations with respect to future
performance and anticipated financial impacts of the Business
Combination, the satisfaction of the closing conditions to the
Business Combination and the timing of the completion of the
Business Combination. These forward-looking statements involve
significant risks and uncertainties that could cause actual results
to differ materially from expected results. Most of these factors
are outside the control of Ace or DDC and are difficult to predict.
Factors that may cause such differences include, but are not
limited to: (1) the occurrence of any event, change or other
circumstances that could give rise to the termination of the
definitive share exchange agreement (the "Merger Agreement")
relating to the proposed Business Combination; (2) the outcome of
any legal proceedings that may be instituted against Ace or DDC
following the announcement of the Merger Agreement and the
transactions contemplated therein; (3) the inability to complete
the Business Combination, including due to failure to obtain
approval of the shareholders of Ace or other conditions to closing
in the Merger Agreement; (4) delays in obtaining or the inability
to obtain necessary regulatory approvals (including approval from
insurance regulators) required to complete the transactions
contemplated by the Merger Agreement; (5) the occurrence of any
event, change or other circumstance that could give rise to the
termination of the Merger Agreement or could otherwise cause the
transaction to fail to close; (6) the inability to obtain or
maintain the listing of the post- acquisition company's ordinary
shares on Nasdaq following the Business Combination; (7) the risk
that the Business Combination disrupts current plans and operations
as a result of the announcement and consummation of the Business
Combination; (8) the ability to recognize the anticipated benefits
of the Business Combination, which may be affected by, among other
things, competition, the ability of the combined company to grow
and manage growth profitably and retain its key employees; (9)
costs related to the Business Combination; (10) changes in
applicable laws or regulations; (11) the possibility that DDC or
the combined company may be adversely affected by other economic,
business, and/or competitive factors; and (12) other risks and
uncertainties to be identified by Ace in the preliminary proxy
statement relating to the Business Combination, including those
under "Risk Factors" therein, and in other filings with the SEC
made by Ace and DDC. Ace and DDC caution that the foregoing list of
factors is not exclusive. Ace and DDC caution readers not to place
undue reliance upon any forward-looking statements, which speak
only as of the date made. Neither Ace nor DDC undertakes or accepts
any obligation or undertaking to release publicly any updates or
revisions to any forward-looking statements to reflect any change
in its expectations or any change in events, conditions or
circumstances on which any such statement is based, subject to
applicable law. The information contained in any website referenced
herein is not, and shall not be deemed to be, part of or
incorporated into this press release.
Important Information
In connection with the transaction described herein, Ace will
file relevant materials with the SEC including a preliminary proxy
statement on Schedule 14A, filed on November
5, 2021 with the SEC, and a definitive proxy statement on
Schedule 14A, when available. Ace's shareholders and other
interested persons are advised to read the preliminary proxy
statement and the amendments (if any) thereto and, when available,
the definitive proxy statement and documents incorporated by
reference therein filed in connection with the proposed Business
Combination, as these materials will contain material information
about DDC, Ace, and the proposed Business Combination. Promptly
after filing its definitive proxy statement relating to the
proposed Business Combination with SEC and the registration
statement is declared effective, Ace will mail the proxy
statement/prospectus and a proxy card to each stockholder entitled
to vote at the special meeting relating to the transaction.
INVESTORS AND SECURITY HOLDERS OF ACE ARE URGED TO READ THESE
MATERIALS (INCLUDING ANY AMENDMENTS OR SUPPLEMENTS THERETO) AND ANY
OTHER RELEVANT DOCUMENTS IN CONNECTION WITH THE TRANSACTION THAT
ACE WILL FILE WITH THE SEC WHEN THEY BECOME AVAILABLE BECAUSE THEY
WILL CONTAIN IMPORTANT INFORMATION ABOUT DDC, ACE AND THE PROPOSED
BUSINESS COMBINATION. The proxy statement/prospectus and other
relevant materials in connection with the transaction (when they
become available), and any other documents filed by Ace with the
SEC, may be obtained free of charge at the SEC's website
(www.sec.gov).
Participants in the Solicitation
Ace 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 Ace ordinary shares in
respect of the proposed transaction described herein. Information
about Ace's directors and executive officers and their ownership of
Ace's ordinary shares is set forth in Ace's Annual Report on Form
10-K filed with the SEC, as modified or supplemented by any Form 3
or Form 4 filed with the SEC since the date of such filing. These
documents can be obtained free of charge from the sources indicated
below.
DDC and its directors and executive officers may also be deemed
to be participants in the solicitation of proxies from the
stockholders of Ace in connection with the proposed Business
Combination. A list of the names of such directors and executive
officers and information regarding their interests in the proposed
Business Combination is included in the preliminary proxy statement
for the proposed Business Combination.
No Offer or Solicitation
This press release shall not constitute a solicitation of a
proxy, consent, or authorization with respect to any securities or
in respect of the proposed Business Combination. This press release
shall also 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.
Contacts
For Ace Global Business Acquisition Limited:
Eugene Wong, CEO
eugene@aceglobal-acq.com
+852 9086 7042
For DDC Enterprise Limited:
Norma Chu, Founder & CEO
norma@daydaycook.com
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SOURCE Ace Global Business Acquisition Limited