Shopping Cart

Plutonian Acquisition Corp. *

Plutonian Acquisition Corp. *

Oct 5, 2022 by Anthony Sozzi

PROPOSED BUSINESS COMBINATION: Big Tree Cloud Holdings

ENTERPRISE VALUE: $tbd million
ANTICIPATED SYMBOL: tbd

Plutonian Acquisition Corp. proposes to combine with Big Tree Cloud Holdings.

Big Tree Cloud is a consumer-oriented, mission-driven, and technology-empowered company dedicated to the development, production and sales of personal care products and other consumer goods in China. Founded in 2020, Big Tree Cloud is committed to delivering high-quality products that cater to the needs of modern, health-conscious, and independent consumers. Big Tree Cloud’s innovative approach and strong community engagement set it apart in the industry, making it a trusted brand in the personal care market.

SUBSEQUENT EVENT – 3/25/24 – LINK

  • The SPAC approved the Director and Auditor proposals.

TRANSACTION

  • The Proposed Transaction values the combined company upon the closing of the Proposed Transaction at an equity value of approximately $500,000,000, at a price of US$10.00 per share.
  • The board of directors of both Big Tree Cloud and Plutonian have unanimously approved the Proposed Transaction, which is expected to be completed in the first half of 2024.
  • Proceeds from the Proposed Transaction are expected to be utilized for working capital and general corporate purposes.
  • The company will be able to earn an additional 20 million shares based on how many stores sell their products.

SPAC FUNDING

  • There is no additional funding at this time.

EARNOUT

  • Company
    • 20 million additional shares if the Company Group reports at least 200 stores that sell their personal care products or other consumer goods.
      • These stores must be department stores, grocery stores, pharmacies, supermarkets, or other retail stores. Each store should have a minimum floor area of 500 square meters.

LOCK-UP

  • Company
    • 50% six months following the closing and an additional 50% if the share price equals $12.00 for 20/30 trading days at least 150 days after Closing.
  • Sponsor
    • Six months following the Closing of the business combination or if the share price equals $12.00 for 20/30 trading days at least 150 days after Closing.

NOTABLE CONDITIONS TO CLOSING

  • Company to deliver the audited financial statements as of and for the fiscal years ended June 30, 2022 and 2023 no later than seven (7) business days following the date of the Agreement.
  • There is no minimum closing cash condition.

NOTABLE CONDITIONS TO TERMINATION

  • August 15, 2024 (Outside Date)

Termination Fee

  • If Plutonian or the Company breaks a big rule and doesn’t fix it within 15 days of being told, the other party can end this Agreement by letting them know. The party that broke the rule has to pay the other party a fee of US$500,000 right after the Agreement ends.

ADVISORS

  • Company
    • Paul Hastings LLP (at announcement), Pillsbury Winthrop Shaw Pittman LLP (added at closing), Commerce & Finance Law Offices and Maples Group are serving as legal counsel to Big Tree Cloud.
  • SPAC
    • Wilson Sonsini Goodrich & Rosati, P.C. and Global Law Office are serving as legal counsel to Plutonian.

EXTENSION – 8/11/23 – LINK

  • The SPAC approved the extension from August 15, 2023 to August 15, 2024.
    • 2,510,358 shares were redeemed. – LINK
    • $210K per 3-month extension will be deposited into the trust account.

MANAGEMENT & BOARD

Executive Officers

Wei Kwang Ng, 42
Chief Executive Officer, Chairman and President

Mr. Ng has been the independent director of Redwoods Acquisition Corp (Nasdaq: RWOD) since January 2022. Mr. Ng is currently holding the position of assistant vice president of Singapore Post Ltd since April 2022. He has held the position of chief operating officer of Parcel Santa Pte Ltd, a Singaporean technology company facilitating and value-adding in the logistics space of last mile delivery, since July 2017. Mr. Ng was the director of operations of World Marketing Group Pte Ltd. from March 2019 to March 2020. He was the managing director of LegalFocus Consultants, Inc. from 2011 to 2018. He worked at Merrill Brink International as a project manager from May 2008 to March 2011. Mr. Ng received his bachelor’s degree in Business Management with a concentration in Finance and in Economics from Stony Brook State University in 2007.

Ke Wang, 47
Chief Financial Officer and Director

Mr. Wang currently serves as the head of quantitative research at Allstate Insurance Company starting from August 2021. Previously, he served as the global head of quantamental solutions in investment management segment at S&P Global Inc. from October 2016 to April 2021 and its senior director from May 2008 to October 2016, where he was in charge of the quantitative solutions business globally and managed a team of product managers, researchers and technologists to deliver the quantitative solutions to the company’s global clients. Mr. Wang received his MBA degree from University of Chicago Booth Business School in 2008 and master’s degree in Computer Science from DePaul University in 2001. He graduated from University of Science and Technology in China with a bachelor’s degree in Computer Science in 1998.

Board of Directors

Sze Wai Lee, 53
Director Nominee

Mr. Lee has more than 28 years of experience in accounting, finance and investment. Mr. Lee has served as chairman of the board of directors and the chief executive officer of Shanghai Yingli Investment Management Co., Ltd, a PRC registered company engaged in media business in China under the brand name “Forbes China,” since 2018 and also the executive director and chief executive officer of Shanghai Capital Resources Investment Management Company Ltd, a PRC registered company engaged in commodities trading, since April 2015. He also served as the executive director and general manager of Shenzhen Yingli Investment Management Co., Ltd from December 2019 to October 2021 and a member of the board of directors of Forbes Global Media Holdings Inc. and Forbes Media LLC from May 2017 to November 2020. Mr. Lee received his bachelor’s degree in Commerce in Accounting from University of Wollongong in 1992. Mr. Lee is also a CPA of CPA Australia and a fellow member of Hong Kong Institute of CPA.

Robert M. Annis, 40
Director Nominee

He has served as the founder and the management partner of The Art of Admissions since 2016. Previously, he served as a litigation associate at Simpson Thacher & Bartlett LLP from September 2008 to February 2016. Mr. Annis received his bachelor’s degree in Social Studies from Harvard University in 2004. He received his Juris Doctor Degree in Law from Cornell University in 2008.

Harry Harnett, 71
Director Nominee

Mr. Harnett served as the chief operating officer and president at ADF Companies, a franchised restaurant operator of Pizza Hut, from August 2016 to June 2020. Mr. Harnett received his bachelor’s degree in Business Administration from Shorter University in 1998.

 

ByAnthony Sozzi