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Aetherium Acquisition Corp. *

Aetherium Acquisition Corp. *

Jul 21, 2021 by Anthony Sozzi

The below-announced combination was terminated on 10/29/24.  It will remain on the page for reference purposes only. Once a new combination is announced it will be added to the top of the page.

PROPOSED BUSINESS COMBINATION: Capital A International [Terminated]

ENTERPRISE VALUE: TBD
ANTICIPATED SYMBOL: TBD

Aetherium Acquisition Corp entered into a business combination agreement with Capital A International

  • Capital A International (CAPI) is a subsidiary of Capital A Berhad (formerly known as AirAsia Group Berhad).
  • CAPI is a global brand management platform, specializing in the expansion, management and licensing of the AirAsia brand.
  • Capital A Berhad is an investment holding company with a portfolio of synergistic travel and lifestyle businesses that leverage data and technology, including the world’s leading low-cost carrier AirAsia, an aviation services group, airasia MOVE Superapp and fintech BigPay as well as logistics venture Teleport.

EXTENSION – 4/2/24 – LINK

  • The SPAC approved the extension from April 3, 2024 to December 29, 2024.
    • 1,288,718 shares were redeemed.
    • $0.033/share per month will be deposited into the trust account.

TRANSACTION

  • The transaction reflects an estimated value for CAPI of $1.15 billion.
  • The Boards of both CAPI and Aetherium have unanimously approved the transaction.

SPAC FUNDING

  • Aetherium shall use commercially reasonable efforts as practicable, after the date of the Business Combination Agreement and during the Interim Period, to enter into and consummate subscription agreements with PIPE investor.

LOCK-UP

  • The Company and Sponsor shall enter into a Registration Rights and Lock-Up Agreement in a form to be mutually agreed upon between the parties.

NOTABLE CONDITIONS TO CLOSING

  • Aetherium shareholder approval
  • Aetherium shall have at least $5,000,001 of net tangible assets both prior to the Closing and remaining after giving effect to any redemptions, the receipt of funds under the PIPE Investment, if any, and the other Transactions contemplated to occur on the Closing Date, including the payment of all Expenses of Aetherium and the Company.

NOTABLE CONDITIONS TO TERMINATION

  • The Business Combination Agreement may be terminated at any time prior to the Closing by either Aetherium or the Company if the Closing has not occurred on or prior to December 31, 2024 (the “Outside Date”).

ADVISORS

  • Capital A Advisors:
    • Greenberg Traurig, LLP serves as U.S. legal counsel
    • Foong & Partners serves as Malaysian legal counsel
  • SPAC Advisors:
    • Rimon P.C. is servicing as United States legal counsel

LETTER OF INTENT – 11/2/23 – LINK

  • AirAsia’s parent company, Capital A Berhad, has signed a Letter of Intent (LOI) with Aetherium Acquisition Corp (NASDAQ: GMFI), a Special Purpose Acquisition Company (SPAC) listed on Nasdaq.

EXTENSION – 3/29/23 – LINK

  • The SPAC approved the extension from April 3, 2023 to April 3, 2024.
    • 8,508,997 shares were redeemed.
    • $150K per month will be deposited into the trust account.

MANAGEMENT & BOARD

Executive Officers

Jonathan Chan, 56
Chairman, Co-Chief Executive Officer and Director

Jonathan Chan is the founder and Managing Partner of Vigilant Assets Pte. Ltd., an investment advisory firm. He is also the founder and CEO of Jules Corporation (“JULES”), where over the past 6 years he has devoted his efforts in building his expertise and network in the education and EdTech ecosystem. Driven by the JULES mission “to prepare our children for jobs of the future”, Mr. Chan is credited in leading the creation of the world’s first Digital Literacy curriculum for preschoolers, teaching “Computational Thinking and digital life” skills during the early childhood years. The JULES “School of Fish” curriculum is acknowledged as an innovative and awarded product in its category. JULES efforts as a social enterprise have received global recognition and accolades at the World Economic Forum as well as by education ministries and UNICEF as playing a pioneering and catalytic role in empowering young children with critical digital literacy skills as a foundation for life-long learning. Prior to being a technopreneur, Mr. Chan spent 27 years in banking and corporate finance covering the technology, media and telecom sectors. Mr. Chan has held senior positions as the Asia Head of Technology Investment Banking at Salomon Smith Barney/Citibank and as Head of Investment Banking, Southeast Asia at CLSA Merchant Bankers Limited where he was credited with structuring the most original deal for the listing of the first independent REIT in Singapore. Mr. Chan has been featured in CNBC, The Straits Times, Channel NewsAsia and Education Technology Insights, and spoken at conferences around the world including the Red Herring Global, Edutech Asia, Global Blockchain Foundation, EdTechX, Wall St. Digital Live, Global Education Technology Summit, and the Global EdTech Start-up Awards. Mr. Chan is an acknowledged thought leader in promoting the “blockchain in education” initiatives and a frequent speaker on this subject at numerous conferences. Mr. Chan has also held director roles in M&A at British Telecom and Cable & Wireless. Mr. Chan holds an MBA from Washington University’s Olin School of Business and a B.Sc. in Finance from Indiana University’s Kelly School of Business.

David Kopp, 60
Vice Chairman, Co-Chief Executive Officer and Director

David Kopp is a managing director of Vigilant Assets Pte. Ltd. and has over 30 years of experience building financial services companies. During his career, Mr. Kopp has advised and managed over US$10 billion in both cross-border and China-domestic transactions. Mr. Kopp has been active in China for almost 20 years and is well-respected in the Chinese investment community. As one of the early foreign Private Equity experts in China, Mr. Kopp was invited to advise multiple municipal governments including Beijing, Suzhou and Chengdu on the setup of Private Equity and asset management funds. He was a regular invited speaker at the major Private Equity conferences in China and has lectured on this subject at the prestigious Peking University (Beida) for several years. In 2002, Mr. Kopp co-founded KB Global Holdings (later renamed as China Kesheng Investment Corp.), a Chinese financial services firm. Mr. Kopp was amongst the first foreign investors to obtain approval for raising of an RMB domestic fund in 2010. To date, KBG Global Holdings has raised over 8 RMB Funds in partnership with various leading municipal governments and banks including, the Agricultural Bank of China, China Construction Bank, China Merchants Bank, and investing over RMB30 billion in Chinese assets. KBG Global Holdings is consistently ranked as one of the leading PE firms in China winning multiple awards from 2017 to 2020. Before forming his own investment firm, Mr. Kopp accumulated 20 years of experience in investment banking from 1982–2002, including Merrill Lynch and UBS before joining Natixis, a French financial services group, one of the largest asset managers in the world with over $1.1 trillion in assets under management. He became President and Chief Investment Officer of Natixis Investment Corp. and was responsible for building up their asset management and securities business in the U.S. Mr. Kopp has served as Director on many corporate boards, commissions, and NGOs as well as advisory boards of funds affiliated with Avenue Investment Management, Bain Capital, Blackstone Group, Brown Brothers Harriman, Carlyle Group, Citigroup, Venture Capital Credit Suisse First Boston, Colony Capital, Donaldson, Lufkin & Jenrette, Greenwich Street Capital Partners, Kleinwort Benson, TPG Capital and Thomas Weisel Partners Group. Mr. Kopp received his B.A. from Fairfield University.

Alex Lee, 46
Chief Financial Officer

Alex Lee is a managing director of Vigilant Assets Pte. Ltd. and has over 20 years of experience in various hardware and software technology driven sectors, encompassing DNS (Domain Name System) SaaS, digital media/marketing, and most recently blockchain/distributed ledger technology. In addition to holding corporate positions and founding several companies, he has spent more than 15 years advising and creating cross-border business partnerships and investments between China and the US. Since 2019, Mr. Lee has been the founder and CEO of Liquidigy.com, a security token issuance and investment platform and an active digital assets portfolio manager and angel investor. He has also been a principal at The Shongum Group, a technology consulting company, since 2017. From 2016 to 2017, Mr. Lee was director of strategic partnerships at BlueFocus International, a marketing and brand management services company. Mr. Lee also co-founded BITCV Foundation, a Singapore-based organization focused on the development of blockchain-powered technologies, solutions and applications that facilitates the management of blockchain assets. Prior to this, Mr. Lee worked in China for 13 years serving as Director of International Affairs at China Internet Network Information Center and was co-founder of two start-ups: NameRich.cn, a China-based domain name registrar (acquired 2012) and the Dot Trademark Registry, one of the world’s first Chinese language domain name registries. He was also Director of Strategic Partnerships at BlueFocus International in Silicon Valley where he was responsible for creating and managing synergies between BlueFocus International’s portfolio agencies and BlueFocus Communication Group headquartered in Beijing, China. Active in the blockchain/crypto space since 2017, he is an active investor in several high-profile ventures and numerous early-stage ventures, primarily focused on digital securities, Decentralized Finance and digital art & collectibles NFTs (Non-Fungible Tokens). During the internet v1.0 years, Mr. Lee worked at First MediaWorks where he led the company’s flagship account with ABC Radio Networks and spearheaded the launch of over 30 owned-and-operated radio stations’ first websites in 10 markets around the U.S., including WPLJ, KLOS, KSFO, KGO and WMAL. Mr. Lee graduated with a B.A. degree in Cultural Anthropology from Northeastern University and holds FINRA Series 63 and SIE qualifications.

Board of Directors

Lim How Teck, 70
Director

Mr. Lim is currently the Board Chairman of Heliconia Capital Management, a Temasek Holdings wholly-owned private equity investment firm that invests in growth-oriented companies in Asia. Mr. Lim has extensive Board, financial management, M&A, and operating experience in his 45-year career. Mr. Lim was a Senior Advisor to Bain Capital from 2014 to 2019. From 2005, Mr. Lim served as a corporate advisor to Temasek International and has held Board Chairman or Board Director positions in many public and private companies in Singapore, several of which are owned and/or backed by Temasek, including Heliconia Capital Management (2011 – present), Port of Singapore Authority (1994 – 1998), Certis Cisco Security (from 2007 – 2015) and Tuas Power (from 2005 – 2014). He also served as the Chairman of the Audit Committee in several Singapore-listed companies. From 1975 to 2005, Mr. Lim was with the Neptune Orient Lines (NOL) Group, which was the largest container shipping company in Southeast Asia. Mr. Lim served in various C-Suite roles including Group Deputy CEO, Group CFO, Group COO, and Executive Director. He led NOL’s acquisition of American President Lines (APL) for US$825 million in 1997 and also the divestment of American Eagle Tankers for an enterprise value of around US$650 million in 2003. Mr. Lim holds a Bachelor of Accountancy Degree from the University of Singapore. He is currently Chairman of Redwood International (an investment and consultancy firm), and Chairman of publicly listed ARA LOGOS Logistics Trust. Mr. Lim serves as a board director of publicly listed Raffles Education and CSE Global. Other private companies that Mr. Lim is a board director includes ARA Asset Management, The Foundation for Development Cooperation, Mizuho Securities (Singapore), Heliconia Holdings, Yang Kee Logistics (Singapore), Singapore DTT Corporation, and Nexusun International. Mr. Lim is also President of the eSports Federation Singapore. Mr. Lim contributes his time advising many technology focused companies, including: Boogle Group, 3DOM Inc, Titannium, Omni Sharing, KPISOFT, IMCSE (International Monetary Crypto Securities Exchange), Skyfy Technology, SCash Technologies, Pixie Pitch, Singularity, Helicap, 33 Ventures, Propease Technologies, Food United Holdings, TNP Fitness, OnetoOne Interactive, UB Technology, 8 Capital, FTAG (Fintech Alliance Global) and Hreasily. Mr. Lim is a Fellow of the Chartered Institute of Management Accountants of UK (FCMA), a Fellow of the Certified Public Accountants of Australia (FCPA Aust.), a Fellow of the Institute of Certified Public Accountants of Singapore (FCPA ICPAS), a Fellow of the Singapore Institute of Directors (FSID). He is a graduate of the Harvard Graduate School of Business Corporate Financial Management Course and Advanced Management Program in 1983 and 1989, respectively.

Mariana Kou, 37
Director

Ms. Kou is chairperson and CEO of CTEH Inc. (1620:HK) ), an investment holding company that provides travel products and services in Canada and the United States. Prior to this role, from 2019 to 2021, she was CEO of Research Study Education Group, a company that provides overseas education services to students in the Greater Bay Area, and an award-winning equity research analyst specializing in the China education industry and the global luxury goods sector. Ms. Kou started her banking career in New York at JP Morgan, Lehman Brothers, and Smith Barney. Ms. Kou was most recently Head of China Education and HK Consumer Research at brokerage and investment bank CLSA Limited from 2010 to 2019, where she was involved in ten education company IPOs. In 2020, she published her first book “Investing in Dragons: Education Industry and Capital Markets.” She was a board advisor to publicly listed EdTechX (NASDAQ: EDTXU) and advises several education ventures. Ms. Kou has been a keynote speaker at government and industry conferences as well as interviewed regularly by international media. Ms. Kou was appointed Senator for China by the World Business Angels Investment Forum, an affiliated partner of the G20 Global Partnership for Financial Inclusion (GPFI) in June 2020. She is the founder of the Asia Education Society, a member of Forbes Women Forum, and the founding co-lead of Columbia University Venture Community’s Hong Kong Chapter. Ms. Kou sits on the board of Zonta Club of NTII and was also a founding committee member of Children’s Medical Foundation’s social impact fellowship program in collaboration with Dwight Hall at Yale. Ms. Kou is a current student at the University of Southern California’s global executive Doctor of Education program. She holds an MBA from Columbia Business School and is a graduate of Stanford University’s Innovation and Entrepreneurship program. Ms. Kou received her B.BA. from the University of Notre Dame magna cum laude and received the Raymond P. Kent Award. She is a CFA charter holder and a member of global business honour society Beta Gamma Sigma and economics honour society Omicron Delta Epsilon.

Charles Abelmann, 55
Director

Dr. Abelmann has over 30 years’ experience in education working in policy, research and practice in the U.S. and internationally. He has been involved in every facet of the educational sector, as a teacher, lecturer, senior education specialist, to leading three schools. After completing his Doctorate from Harvard University’s Graduate School of Education in Administration, Planning & Social Policy in 1996, Dr. Abelmann spent over a decade at the World Bank leading education investments, analytical work and capacity building efforts across many countries including Uganda, Tanzania, Zimbabwe, China, Indonesia and Mongolia. He developed and supervised education investments in these countries. Dr. Abelmann also served as a special assistant to the Superintendent of D.C. Schools and as a Principal in the District of Columbia Public Schools. In 2009, Dr. Abelmann was asked to help form a new leadership team for the World Bank’s Leadership and Organizational Effectiveness Unit. After leaving the World Bank, Dr. Abelmann was Head of School at Barrie School in Maryland and then Director of the top private school in Chicago (University of Chicago Laboratory Schools) with more than 2,100 students. He was also a lecturer at the University of Chicago. Dr. Abelmann has published many conference papers and presented at universities in China, including at the Beijing Normal University and East Normal University in Shanghai (both prestigious teaching colleges in China). From 2013 to 2019, he conducted annual workshops for teachers, principals and parents on early childhood education, school governance, and parent engagement at the Demay Schools in Nanjing, China. Dr. Abelmann graduated magna cum laude in English and Religion from Duke University in 1987 and is a member of Phi Beta Kappa. He has received many honors, including being a Luce Scholar from the Henry Luce Foundation, the No Child Left Behind Blue Ribbon School Award from the U.S. Department of Education, and the Distinguished Educator Award from the Mongolian Ministry of Education.

 

ByAnthony Sozzi