Tempo Automation (“Tempo”), a leading software-accelerated
electronics manufacturer, and ACE Convergence Acquisition Corp.
(“ACE”) a special purpose acquisition company focusing on
industrial and enterprise IT, have entered into a committed equity
facility with White Lion Capital, LLC (“White Lion Capital”). Under
the terms of the facility, White Lion Capital has committed to
purchase up to an aggregate of $100 million in the post-closing
combined company’s common shares from time to time after the
consummation of the previously announced business combination
between Tempo and ACE at the request of the post-closing combined
company. This facility will provide Tempo with the ability to raise
additional capital in the future, subject to certain limitations
and conditions.
As previously announced, Tempo and ACE have entered into an
amended and restated agreement and plan of merger relating to the
proposed business combination. Upon the closing of the proposed
business combination, which is subject to the satisfaction or
waiver of the conditions stated in the merger agreement and other
customary closing conditions, the combined entity is expected to be
renamed “Tempo Automation Holdings, Inc.” and shares of its common
stock are expected to trade on The Nasdaq Stock Market LLC
(“Nasdaq”) under the ticker symbol “TMPO.” Tempo and ACE currently
expect the transaction to be closed, subject to respective
shareholder approvals, by the end of November 2022.
About Tempo AutomationTempo is a leading
software-accelerated electronics manufacturer, transforming the way
top companies innovate and bring new products to market. Tempo
Automation’s unique automated manufacturing platform optimizes the
complex process of printed circuit board manufacturing to deliver
unmatched quality, speed and agility. The platform’s all-digital
process automation, data-driven intelligence, and connected smart
factory create a distinctive competitive advantage for customers—to
deliver tomorrow’s products today. From rockets to robots,
autonomous cars to drones, many of the fastest-moving companies in
industrial tech, medical technology, space, and other industries
partner with Tempo Automation to accelerate innovation and set a
new tempo for progress. Learn more at
tempoautomation.com.About ACEACE Convergence
Acquisition Corp. (Nasdaq: ACEV) is a special purpose acquisition
company focusing on industrial and enterprise IT and
semiconductors. For more information, please visit:
http://acev.io/
Additional Information and Where to Find
ItAdditional information about the proposed business
combination (the “Tempo Transaction”) between Tempo Automation
(collectively with its subsidiaries, “Tempo”) and ACE Convergence
Acquisition Corp. (“ACE”), including a copy of the amended and
restated agreement and plan of merger, was provided in the
Registration Statement on Form S-4 (as it has been and may be
amended or supplemented from time to time, the “Registration
Statement”) relating to the Tempo Transaction filed by ACE with the
U.S. Securities and Exchange Commission (the “SEC”), which is
available at www.sec.gov. The Registration Statement has been
declared effective, and ACE has filed post-effective amendments
thereto. In advance of the vote by ACE’s shareholders with respect
to the Tempo Transaction and other matters as described in the
Registration Statement, ACE has mailed a definitive proxy statement
to its shareholders in connection with ACE’s solicitation of
proxies for such vote. The Registration Statement also includes the
prospectus relating to the offer of securities to be issued to
Tempo stockholders in connection with the Tempo Transaction. The
Registration Statement includes information regarding the persons
who may, under SEC rules, be deemed participants in the
solicitation of proxies to ACE’s shareholders in connection with
the Tempo Transaction. ACE will also file other documents regarding
the Tempo Transaction with the SEC. Before making any voting
decision, investors and security holders of ACE and Tempo are urged
to read the Registration Statement, the proxy statement/prospectus
contained therein, and all other relevant documents filed or that
will be filed with the SEC in connection with the Tempo Transaction
as they become available because they will contain important
information about the Tempo Transaction. Investors and security
holders can obtain free copies of the proxy statement/prospectus
and all other relevant documents filed or that will be filed with
the SEC by ACE through the website maintained by the SEC at
www.sec.gov. In addition, the documents filed by ACE may be
obtained free of charge from ACE’s website at acev.io or by written
request to ACE at ACE Convergence Acquisition Corp., 1013 Centre
Road, Suite 403S, Wilmington, DE 19805.
Forward-Looking StatementsThis communication
contains certain forward-looking statements within the meaning of
the federal securities laws with respect to the Tempo Transaction,
including statements regarding the benefits of the Tempo
Transaction, the anticipated timing of the Tempo Transaction, the
services offered by Tempo and the markets in which it operates, and
Tempo’s projected future results. These forward-looking statements
generally are identified by the words “believe,” “project,”
“expect,” “anticipate,” “estimate,” “intend,” “strategy,” “future,”
“opportunity,” “plan,” “may,” “should,” “will,” “would,” “will be,”
“will continue,” “will likely result,” and similar expressions.
Forward-looking statements are predictions, projections and other
statements about future events that are based on current
expectations and assumptions and, as a result, are subject to risks
and uncertainties that could cause the actual results to differ
materially from the expected results. Many factors could cause
actual future events to differ materially from the forward-looking
statements in this document, including but not limited to: (i) the
risk that the Tempo Transaction may not be completed in a timely
manner or at all, which may adversely affect the price of ACE’s
securities, (ii) the risk that the Tempo Transaction may not be
completed by ACE’s business combination deadline and the potential
failure to obtain an additional extension of the business
combination deadline if sought by ACE, (iii) the failure to satisfy
the conditions to the consummation of the Tempo Transaction,
including the receipt of the requisite approvals of ACE’s
shareholders and Tempo’s stockholders, respectively, the
satisfaction of the minimum trust account amount following
redemptions by ACE’s public shareholders and the receipt of certain
governmental and regulatory approvals, (iv) the lack of a third
party valuation in determining whether or not to pursue the Tempo
Transaction, (v) the occurrence of any event, change or other
circumstance that could give rise to the termination of the amended
and restated agreement and plan of merger, (vi) the effect of the
announcement or pendency of the Tempo Transaction on Tempo’s
business relationships, performance, and business generally, (vii)
risks that the Tempo Transaction disrupts current plans of Tempo
and potential difficulties in Tempo employee retention as a result
of the Tempo Transaction, (viii) the outcome of any legal
proceedings that may be instituted against Tempo or against ACE
related to the amended and restated agreement and plan of merger or
the Tempo Transaction, (ix) the ability to maintain the listing of
ACE’s securities on The Nasdaq Stock Market LLC, (x) volatility in
the price of ACE’s securities due to a variety of factors,
including changes in the competitive and highly regulated
industries in which Tempo plans to operate, variations in
performance across competitors, changes in laws and regulations
affecting Tempo’s business and changes in the combined capital
structure, (xi) the ability to implement business plans, forecasts,
and other expectations after the completion of the Tempo
Transaction, and identify and realize additional opportunities,
(xii) the risk of downturns in the highly competitive industry in
which Tempo operates, (xiii) the impact of the global COVID-19
pandemic, (xiv) the enforceability of Tempo’s intellectual
property, including its patents, and the potential infringement on
the intellectual property rights of others, cyber security risks or
potential breaches of data security, (xv) the ability of Tempo to
protect the intellectual property and confidential information of
its customers, (xvi) the risk of downturns in the highly
competitive additive manufacturing industry, and (xvii) other risks
and uncertainties described in the Registration Statement, the
proxy statement/prospectus included in the Registration Statement,
ACE’s Annual Report on Form 10-K for the fiscal year ended December
31, 2021, filed with the SEC on March 10, 2022 (the “Form 10-K”),
its subsequent Quarterly Reports on Form 10-Q and the other
documents filed by ACE from time to time with the SEC. The
foregoing list of factors is not exhaustive. These forward-looking
or supplemented statements are provided for illustrative purposes
only and are not intended to serve as, and must not be relied on by
investors as, a guarantee, an assurance, a prediction or a
definitive statement of fact or probability. You should carefully
consider the foregoing factors and the other risks and
uncertainties described in the “Risk Factors” section of the
Registration Statement, the proxy statement/prospectus included in
the Registration Statement, the Form 10-K, ACE’s Quarterly Reports
on Form 10-Q and the other documents filed by ACE from time to time
with the SEC. These filings identify and address other important
risks and uncertainties that could cause actual events and results
to differ materially from those contained in the forward-looking
statements. These risks and uncertainties may be amplified by the
COVID-19 pandemic, which has caused significant economic
uncertainty. Forward-looking statements speak only as of the date
they are made. Readers are cautioned not to put undue reliance on
forward-looking statements, and Tempo and ACE assume no obligation
and do not intend to update or revise these forward-looking
statements, whether as a result of new information, future events,
or otherwise, except as required by securities and other applicable
laws. Neither Tempo nor ACE gives any assurance that either Tempo
or ACE, respectively, will achieve its expectations.
No Offer or SolicitationThis communication is
for informational purposes only and does not constitute an offer or
invitation for the sale or purchase of securities, assets or the
business described herein or a commitment to ACE with respect to
any of the foregoing, and this communication shall not form the
basis of any contract, nor is it a solicitation of any vote,
consent, or approval in any jurisdiction pursuant to or in
connection with the Tempo Transaction or otherwise, nor shall there
be any sale, issuance or transfer of securities in any jurisdiction
in contravention of applicable law.
Participants in SolicitationACE and Tempo, and
their respective directors and executive officers, may be deemed
participants in the solicitation of proxies of ACE’s shareholders
in respect of the Tempo Transaction. Information about the
directors and executive officers of ACE is set forth in the Form
10-K. Additional information regarding the identity of all
potential participants in the solicitation of proxies to ACE’s
shareholders in connection with the proposed Tempo Transaction and
other matters to be voted upon at the extraordinary general
meeting, and their direct and indirect interests, by security
holdings or otherwise, is set forth in ACE’s proxy statement.
Investors may obtain such information by reading such proxy
statement.
Contact:MarketingMatt Lukens, Tempo
Automationmlukens@tempoautomation.com
Investor RelationsMark Roberts, Blueshirt
Groupmark@blueshirtgroup.com
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