TMT Acquisition Corp
PROPOSED BUSINESS COMBINATION: eLong Power Holding Limited
ENTERPRISE VALUE: TBD
ANTICIPATED SYMBOL: TBD
TMT Acquisition Corp entered into a definitive business combination agreement with eLong Power Holding Limited
- eLong Power Holding Limited, a Cayman Islands exempted company, is a provider of high power battery technologies for commercial and specialty vehicles and energy storage systems, with research and development and production capabilities that span multiple battery cell chemistries, modules and packs.
- The Company is led by Ms. Xiaodan Liu, eLong Power’s Chairwoman and CEO.
EXTENSION – 9/30/24 – LINK
- The SPAC approved the extension from September 30, 2024 to December 30, 2024.
- 1,710,385shares were redeemed.
- $140K per month will be deposited into the trust account.
TRANSACTION
- Upon the closing of the transaction, the combined company is expected to be named eLong Power Inc. and its securities are expected to be listed on the Nasdaq Stock Exchange.
- The transaction has been approved by the Board of Directors of both companies and is expected to close in the first half of 2024.
- eLong Power’s shareholders would receive 45,000,000 ordinary shares of the new eLong Power Inc., which, at an implied value of $10.00 per share, would represent $450 million in equity.
SPAC FUNDING
- TMT and eLong Power have agreed to work together to pursue commitments for a private placement of equity financings of up to $15 million.
EARNOUT
- Company:
- An additional 9,000,000 SPAC Class B Ordinary Shares (the “Earnout Shares”), shall be issued and held in escrow and will be released to the Majority Company Shareholder if and to the extent certain revenue-based milestones are achieved by the combined company and its subsidiaries during calendar years 2024 and 2025.
- Specific Milestones have yet to be determined.
- In addition, the Majority Shareholder will be entitled to receive the Earnout Shares in the event there occurs any transaction resulting in a change of control during the period of time that the Earnout Shares are held in escrow.
LOCK-UP
- Company and Sponsor:
- The SPAC and the shareholders of the Company will enter into a lock-up agreement, pursuant to which no shares of SPAC Class A Ordinary Shares or SPAC Class B Ordinary Shares may be transferred until, the earlier of:
- (i) the date that is six months after the Closing, and
- (ii) if the price of the shares equals or exceeds $12.00 per share for any 20 trading days within any 30-day trading period commencing at least 150 days after the Closing Date.
- The SPAC and the shareholders of the Company will enter into a lock-up agreement, pursuant to which no shares of SPAC Class A Ordinary Shares or SPAC Class B Ordinary Shares may be transferred until, the earlier of:
NOTABLE CONDITIONS TO CLOSING
- TMT shareholder approval
- The SPAC’s net tangible assets shall be no less than $5,000,001 upon Closing
NOTABLE CONDITIONS TO TERMINATION
- The Merger Agreement may be terminated by the Company or the SPAC, if the Closing has not occurred on or before June 30, 2024 (“Outside Date”).
ADVISORS
- eLong Advisors:
- Graubard Miller is acting as U.S. legal advisor
- Harneys is acting as Cayman Island legal advisor
- Han Kun Law Offices is acting as China legal advisor
- SPAC Advisors:
- The Crone Law Group P.C. is acting as U.S. legal advisor
- Ogier is acting as Cayman Island legal advisor
- Ever Talent Consultants Limited is acting as exclusive financial advisor
MANAGEMENT & BOARD
Executive Officers
Dajiang Guo, 54
Chief Executive Officer
Dr. Guo served as a Partner at Tiger Securities, developing the institutional securities business of investment banking, sales and trading from 2019 to 2021. From 2017 to 2019, Dr. Guo served as a Partner at China Bridge Capital in financial advisory and private equity. From 2016 to 2017, he served as the Chief Strategy Officer at China Renaissance, where he was responsible for strategic planning, international expansion, and strategic investments. Dr. Guo served as the CEO of CITIC Securities International USA, COO at CITICS Investment Banking Division, and Head of CITICS Strategy and Planning, from 2011 to 2016. He has also held several executive positions at CICC HK/US from 2009 to 2011. Before venturing into cross border financial services, Dr. Guo worked more than ten years for Citigroup Global Markets from 2004 to 2009, RBS Greenwich Capital Markets from 2001 to 2004, and the Centre Re of Zurich Financial Services from 1996 to 2001, where he specialized in securitization and derivatives. Dr. Guo also taught at the College of Insurance and the University of Guelph as an assistant professor and has published numerous academic articles in peer-reviewed financial journals. Dr. Guo received his Ph.D. in Financial Economics from the University of Toronto. He is a CFA Charterholder.
Jichuan Yang, 58
Chief Financial Officer
Jichuan Yang serves as the Chairman Special Advisor at Sanya International Asset Exchange since 2021, as an Advisory Board Member at Qinghua PBCSF China Finance Policy Study since 2020, as an independent director at Shanghai GuoSheng Industrial Transformation Investment Fund since 2019, and as a board member at Cyan Bank Investments since 2017. From 2015 to 2020, Dr. Yang served as the CEO of HFAX, a division of Sunshine Insurance Group with over $4 billion of assets under management and, from 2013 to 2015, the Deputy General Manager and Chief Product Officer of LUFAX Holding Ltd (NYSE: LU) in the fintech and inclusive finance industry. From 2010 to 2013, Dr. Yang was the Head of Strategic Planning at Citic Securities. Dr. Yang received his Ph.D. in Applied Mathematics from Brown University and his B.S. in Applied Mathematics from Tsinghua University.
Board of Directors
Linan Gong, 49
Chairman of the Board of Directors
Mr. Gong is a seasoned management and finance professional with over 10 years of experience in the financial industry. Since 2017, Mr. Gong has served as the Executive Director at Hong Kong Quasar Securities Co., Ltd. and Quasar Asset Management Co., Ltd. and as the Executive Director at Hong Kong Dragon Financial Holdings Co., Ltd. From 2008 to 2012, Mr. Gong served as the CEO of China Daqing M&H Petroleum Holdings Co., Ltd., which is primarily in the business of crude petroleum and natural gas. From 1997 to 2016, he served as the Board Secretary, Deputy Director of Custody Department, Deputy Director and Director of Share Reform Department, and the Deputy General Manager of Heilongjiang Securities Registration Co., Ltd. Mr. Gong received his Bachelor’s degree from Pacific National University in Khabarovsk, Russia.
James Burns, 52
Director Nominee
James Burns has had a distinguished career in the energy sector, and brings a wealth of management, business development and financial knowledge to the Company. From 2017 through 2018, Mr. Burns was President of Petrolia Energy Corporation (OTCQB: BBLS), an international oil and gas company, where he structured the organization for growth and compliance to acquire and integrate new acquisitions. From 2014 to 2016 he served as President of Transfuels (dba BLU LNG), ENN’s N.A. investment arm, where he improved the company’s net income and helped prevent the company’s potential bankruptcy. In 2014, Mr. Burns served as President of Fortress Energy Partners, a division of Fortress Investment Group (NYSE: FIG), where he was responsible for creating and running FIG’s first entrance into the energy sector, an LNG plant in Clearwater, Florida, and laying the groundwork for both domestic and International projects. From 2009 to 2014, he was General Manager of Clean Energy & Innovation/LNG for Transport for Shell Americas, the Americas division of Royal Dutch Shell (NYSE: RDS) At Shell, he created and ran the company’s small-scale LNG business. From 2006 to 2009, Mr. Burns served as Business Development Manager for Shell Gas & Power, a global division of Royal Dutch Shell focused on natural gas and liquified natural gas. In that position, he led Shell’s Coal/Biomass to Liquids efforts in the Americas. From 2002 to 2006, he served as Global LNG Finance Advisor for Shell Gas & Power, where he provided financial and commercial advice on all global LNG commercial agreements including LNG and shipping deals. From 1999 to 2002, Mr. Burns served as Business Development Manager and Portfolio Manager at Shell Pipeline, where he led numerous acquisition and divestment projects including joint venture buyouts, company acquisitions, and asset sales and purchases. From 1998 to 1999, he served as Business Development Advisor and Finance Manager at Equilon (a Texaco & Shell Joint Venture combining the two entities U.S. downstream assets). In that position, he performed business development duties such as contract negotiations and project management, and coordinated and supervised all accounting, finance and administrative personnel in the region. From 1996 to 1998, Mr. Burns served as Revenue Manager for Texaco Exploration and Production, N.A., a division of Texaco, where he designed, created and implemented the crude oil trading model and revenue recognition model for over 50,000 barrels per day of crude oil sales. From 1990 to 1996, he served as a Crude Oil Trading Accountant at ARCO Long Beach, Inc., a division of Atlantic Richfield. Mr. Burns is currently Chairman of the board of Petrolia Energy Corporation (OTCQB: BBLS), an independent member of the board of directors of Playmaker IQ, a technology company focused on e-learning and workforce productivity, and a member of the Energy Council of the Houston Angel Investors. He has previously served as a director of Transfuels, the North American investment arm of ENN Energy Holdings Limited (SEHK:2688). Mr. Burns holds an Executive MBA from the University of Houston and a B.S. in Business Administration from California State University.
Chris Constable, 54
Director Nominee
Chris Constable is an experienced entrepreneurial financial executive, with extensive experience in accounting, financial management, treasury and operations. Since 2020, Mr. Constable has served as the Chief Executive Officer and board member of Brownie’s Marine Group, Inc. (OTC: BWMG), a manufacturer of surface supplied air dive equipment. At Brownie’s, he is responsible for all areas of the company, including operations, sales, and finance. He also currently sits on the board of directors and is the chairman of the audit committee of Bon Natural Life, Ltd. (Nasdaq: BON), a manufacturer of natural additives for foods and fragrances, since 2021. From 2003 to 2020, Mr. Constable served as the CFO of Blue Star Foods Corp. (OTC: BSFC), an international seafood company that imports, packages and sells refrigerated pasteurized crab meat and other premium seafood products. From 1999 to 2003, Mr. Constable was a Consultant to Gateway Capital Corporation, where he provided new business and workout services to large lending institutions in the U.S. At Gateway Capital, he analyzed the financial and reporting capabilities of prospective lending customers for lines of credit, consulted with small to medium sized businesses to prepare them for sourcing working capital from major banks, and restructured and implemented the accounting and finance functions for businesses with revenues from $15 million to $200 million in industries from manufacturing to telecommunications. Mr. Constable holds a B.S. in Finance with a Minor in Accounting from the Merrick School of Business at the University of Baltimore.
Kenan Gong, 42
Director Nominee
Kenan Gong is a seasoned professional with over 10 years of working experience in R&D, management and investment in the material science industry and a significant academic background in the material sciences. Since March 2019, Dr. Gong has served as the Vice President and Managing Director of Strategic Investment at Levima Advanced Materials Co., Ltd (SZSE:003022), a member company of Legend Holdings (SEHK:3396) and a public company listed on the Shenzhen Stock Exchange in China. Dr. Gong is also a member of the Board of Directors of Jiangxi Keyuan Bio-Material Co., Ltd and Suzhou Thinkre New Material Co., Ltd. From 2009 to 2011, Dr. Gong served as manager in charge of research and development and Director of the R&D Center at China XD Plastics Company Co., Ltd. (Nasdaq: CXDC), a public company listed on The Nasdaq Stock Exchange and engaged in the research, development, manufacture and sale of modified plastic for automotive applications. In addition, he acted as a general manager of the national level enterprise technology center owned by China XD Plastics Company Co., Ltd. and Secretary of its board of directors from 2012 to 2013. Before joining China XD Plastics Company Co., Ltd., Dr. Gong was the manager of the postdoctoral laboratory at University College London from July 2007 to July 2009. He was a teaching assistance from May 2005 to December 2005 and a postdoctoral researcher from April 2006 to June 2007 at Queen Mary University of London. Dr. Gong received his Ph.D. and Master’s degree in Material Science from Queen Mary University of London. He holds a B.S. degree in Material Science from Harbin Institute of Technology.
