Venus and its sponsor, Yolanda Management Corporation, entered into a backstop agreement with Joyous JD Limited to purchase VENA shares from third parties through a broker in the open market, or through privately negotiated transactions, including from SPAC shareholders that had elected to redeem shares.
As part of the agreement, Joyous JD will acquire up to $25 million of VENA shares at the redemption price per share on the date of this agreement until the date of the closing of the merger. By doing this, the buyer agrees that it will not exercise any right to redeem its shares.
The SPAC initially entered into a backstop agreement of up to $10 million with Ever Abundant Investments Limited when it announced its $400 million deal on June 10, 2021. However, Venus terminated this in January so that it could enter into a new backstop with WiMi Hologram Cloud, Inc. (NASDAQ:WIMI), the majority shareholder of VIYI, for up to $15 million to cover redemptions.
Venus shareholders approved its combination with VIYI Algorithm during a special meeting held on October 21. VIYI is a subsidiary of China-based WiMi Hologram Cloud and is focused on developing bespoke central processing algorithms to optimize client software and hardware systems.