Future Vision II Acquisition Corp.
PROPOSED BUSINESS COMBINATION: Viwo Technology Inc.
ENTERPRISE VALUE: TBD
ANTICIPATED SYMBOL: TBD
Future Vision II Acquisition Corp. entered into a business combination agreement with Viwo Technology Inc.
- Viwo is an innovation-driven technology company specializing in AI and “Martech” (marketing + technology) services, as well as AI and software development services. Viwo’s mission is to drive business growth and enhance corporate value for its customers. Viwo assists customers across various industries in achieving digital upgrades and transformations, thereby creating future value.
TRANSACTION
- Upon closing of the transaction, Future Vision will change its name to “Viwo Inc.”
- Viwo shareholders will receive in the aggregate 9,950,250 shares of Future Vision upon the consummation of the Business Combination.
- The Board of Directors of Future Vision and Viwo have approved the Business Combination and aim to consummate the transactions described in the definitive merger agreement by the end of the second quarter of 2025, subject to regulatory and Future Vision and Viwo shareholders’ approval.
SPAC FUNDING
- None specified at this time.
LOCK-UP
- Company:
- Two-year lock-up:
- Shares will be eligible for release if Viwo Inc. achieves an audited gross revenue growth of 20% by the end of the first fiscal year and 30% by the end of the second fiscal year, or a compounded growth rate of 24.96% year over year for the two-year period.
- If Viwo Inc. does not achieve the required gross revenue growth, than the shares will be locked up for a third year.
- Three-year lock-up:
- Shares will be eligible for release if Viwo Inc. achieves an audited gross revenue growth of 126.2% by the end of the third fiscal year, representing a compounded growth rate of 28.46% year over year, or 45% revenue growth from the second year assuming Viwo Inc. achieves a compounded growth rate of 24.96% year over year for the first and second years.
- Final Release option:
- Alternatively, shareholders may effect the forfeiture of 10% of their Consideration Shares after the end of the third fiscal year to release the lock up.
- Two-year lock-up:
- Sponsor:
- The Sponsor Lock-up shares will be released on the earlier of one year and the shares reaching $12.00 for 20/30 trading days at least 150 days after the Closing.
NOTABLE CONDITIONS TO CLOSING
- Shareholder approval
- Minimum cash condition is $5,000,001
NOTABLE CONDITIONS TO TERMINATION
- The Outside date is November 28, 2025.
ADVISORS
- Company Advisors:
- L&C Law Group is serving as US legal advisor
- Guangdong Chong Li Law Firm is serving as PRC legal advisor
- SPAC Advisors:
- Concord & Sage P.C is serving as US legal advisor
- China Commercial Law Firm is serving as PRC legal advisor
- Ogier is serving as deal counsel as to the laws of the Cayman Islands
MANAGEMENT & BOARD
Executive Officers
Xiaodong Wang, 60
Chief Executive Officer and Chairman of the Board
Mr. Wang resides in Beijing, China, and brings more than 25 years of experience to the Company. Mr. Wang has extensive experience in asset management, with aggregate assets under management of more than USD 2 billion throughout his career. In addition, Mr. Wang has accumulated extensive experience in investing in companies, which later became public, including investments in Anhui Tongyuan Environment Co., Ltd (SHA:688679), Greentech Environmental Co., Ltd (SHA: 688466), and Mobvista (01860.HK). Mr. Wang is currently serving as the General Manager at Beijing Shangshanyihe Investment Management Co., Ltd., a role Mr. Wang has held since October 2015. Mr. Wang also served as Senior Partner and General Manager at E20 Environmental Co., Ltd., a NEEQ (National Equities Exchange and Quotations) listed company from 2011 to 2015. Mr. Wang served as a Department General Manager at Hong Kong Energy (Holdings) Limited from 2009 to 2011, and as Head of Investment Department at Tsinghua Holdings Limited from 2008 to 2009. Prior to 2008, Mr. Wang served as Vice President, Head of Operations Department and Investment Department at Beijing Capital Technology Investment Co., Ltd. from 2000 to 2008. Mr. Wang holds both a Bachelor of Technology degree in Chemical Engineering and Master degree in Chemical Reaction Engineering from the Tsinghua University, and an Executive Master of Business Administration from Guanghua School of Management of the Peking University.
Caihong Chen, 52
Chief Financial Officer and Director
Ms. Chen, an investment and banking professional who brings nearly 25 years of financial experience to the Company resides in China. Currently, Ms. Chen is serving as the General Manager at Increase Family Office, a role Ms. Chen has held since August of 2016. Ms. Chen served as a Vice President of Operations in the Marketing Department of CITIC Trust Co., Ltd. from 2012 to 2016. Prior to her tenure at CITIC, she served in the capacity of Sub-Branch Manager at two mainland China branches of the China Construction Bank from 2000 to 2012, where she accumulated extensive banking and finance experience. Ms. Chen has invested in various companies in the U.S. and Hong Kong, which later became public, most notably, including investment in Uber (NYSE: UBER), Meten EdtechX Education (NASDAQ: METX) and Razer (01337.HK). Ms. Chen holds a Bachelor of Art degree in Chinese Linguistics & Literature from Guangzhou Normal University and holds qualifications as an Associate Financial Planner (AFP), and various professional certifications including the Securities Qualification Certificate, Foreign Currency Qualification Certificate and Accounting Certificate.
Board of Directors
Zheng “Terrence” Wu, 37
Chairwoman of the Board of Directors
Mr. Wu, who resides in China, will serve as an independent director bringing nearly 10 years of TMT experience and extensive finance and compliance expertise to the Company. In January 2020, Mr. Wu co-founded Yishang Co. Ltd., a start-up company focusing on TMT sector equity investments and has served as Yishang’s General Manager since its inception. Prior to co-founding Yishang, Mr. Wu served as a Senior Vice President of the TMT Sector at Citibank (China) Limited from December 2013 to December 2019. During his tenure at Citibank, he managed a vertical team of eight members and successfully led various types of financing, global cash management and FX management projects for a number of PRC listed companies, including Fujian Furi Electronics Co., Ltd.’s (SHA:600203) acquisition of Shenzhen Chino-E Communication Co., Ltd., a national-level high-tech enterprise; Zhejiang Crystal-Optech Co., Ltd., a domestic advanced and world-renowned enterprise in R&D and manufacturing of optics and optoelectronics; Kay Zhong Precision Technology Co., Ltd. (002823.SZ), a high-tech enterprise focusing on micro motor commutators; Shenzhen Sosen Electronics Co., Ltd. (301002.SZ), a high-tech enterprise integrating R&D, production, sales and service of LED Driver; and Shenzhen ChuangYiTong Technology Co., Ltd. (300991.SZ), a leading company in manufacturing connectors. Mr. Wu also has three years of experience in relationship management, serving as Manager of Relationship Management at the Royal Bank of Scotland (China) Limited from 2010 to 2013. Mr. Wu holds a Bachelor degree in Logistics Management from Beijing Normal University (2009), and an Economics Master of Science in Banking and Finance from Loughborough University, U.K. (2012).
Shuding Zeng, 44
Independent Director Nominee
Mr. Zeng, who resides in China, will serve as an independent director bringing more than 20 years of experience to the Company. In November 2016, Mr. Zeng founded Shenzhen Langtuosha Network Technology Co., Ltd. with a comprehensive team covering shape design, hardware development, software design, independent product brand operation, online self-management, cross-border wholesale and retail, etc., to achieve full link coverage from research and development to independent channel sales, where he presently serves as President. From October 2009 to November 2016, he founded a TFT LCD display and human-computer interaction capacitive touch screen integration factory, led the team to achieve innovation and breakthrough in technology and management, made remarkable progress in LCD display and touch screen technology, and successfully promoted the cooperation projects with many well-known companies at home and abroad. From March 2005 to October 2009, he served as the Technical Director of BYD (002594.SZ), during which he led the team to establish the core cooperative relationship with Gionee, CECT, Wentai, Longqi and other mobile phone solutions and terminal brands, successfully helping to promote the company’s market share and technical influence in the field of mobile communication. With his accumulation in the field of display technology (such as LCD and CMOS projection, computer graphics, image processing technology, visualization processing technology, deep learning and computer vision, etc.), Mr. Zeng has a deep grasp of CELL display technology, and has exquisite precision semiconductor full process technology, proficient in front-end and back-end technology. He has conducted in-depth research on the performance optimization of semiconductor devices.
Lei Xiong, 35
Independent Director Nominee
Mr. Xiong, who resides in China, will serve as our independent director. Mr. Xiong has more than ten years of Unity development experience (Unity is the world’s most widely used game engine for creating and deploying games, films, and immersive experiences across 20+ platforms on the Unity framework) and profound attainments in the field of computer vision. Mr. Xiong has issued and authorized six national invention patents and 18 software copyrights. In July 2020, Mr. Xiong founded Shenzhen Coolfish Digital Technology Co., Ltd., the visualization and security education software developed has become the industry leader and established a cooperative relationship with Shenzhen Hospital of Southern Medical University and helped the hospital build a mixed reality rehabilitation experimental center, providing rehabilitation services for more than 10,000 patients every year. Mr. Xiong presently serves as Shenzhen Coolfish Digital Technology Co., Ltd.’s President. From June 2013 to July 2020, he worked as the Technical Director of Shenzhen Daxing Digital Electronics Co., LTD., and led the team to complete the research and development of the core algorithm of spatial gesture recognition and motion capture based on computer vision technology. He has realized breakthrough applications of deep learning and computer vision technology, graphics processing technology and visualization processing technology in many fields. Mr. Xiong holds a Bachelor degree in Mechanical Design from Jianghan University, and a Master degree in Business Administration from Wuhan University.
