공시 • Jan 21
OCA Acquisition's Securities on Nasdaq Capital Market To Be Suspended At Opening of Business on January 25, 2024, Unless OCA Timely Requests A Hearing Before the Nasdaq Hearings Panel On January 16, 2024, OCA Acquisition Corp. (“OCA”) received a notice from the staff of the Listing Qualifications Department of The Nasdaq Stock Market LLC (“Nasdaq”) indicating that, unless OCA timely requested a hearing before the Nasdaq Hearings Panel (the “Panel”), trading of OCA’s securities on The Nasdaq Capital Market would be suspended at the opening of business on January 25, 2024, due to OCA’s non-compliance with Nasdaq IM-5101-2, which requires that a special purpose acquisition company complete one or more business combinations within 36 months of the effectiveness of its IPO registration statement. OCA has timely requested a hearing before the Panel to request sufficient time to complete OCA’s previously disclosed proposed business combination (the “Business Combination”) with Powermers Smart Industries Inc. (“PSI”). The hearing request will result in a stay of any suspension or delisting action pending the hearing. There can be no assurance that OCA will be able to satisfy Nasdaq’s continued listing requirements, regain compliance with Nasdaq IM-5101-2, and maintain compliance with other Nasdaq listing requirements. 공시 • Dec 24
Powermers Smart Industries, Inc. entered into a definitive business combination agreement to acquire OCA Acquisition Corp. (NasdaqCM:OCAX) from OCA Acquisition Holdings LLC and others. Powermers Smart Industries, Inc. entered into a definitive business combination agreement to acquire OCA Acquisition Corp. (NasdaqCM:OCAX) from OCA Acquisition Holdings LLC and others on December 21, 2023. At the closing of the Business Combination, the combined company is expected to have a pro forma equity value of approximately $2 billion. All existing PSI stockholders will roll 100% of their equity into the combined entity. Each share of common stock of OCAX will be converted into one share of common stock of the post-Business Combination company upon closing of the transaction. Upon the closing of the transactions contemplated by the business combination agreement (the “Business Combination”), the combined company is expected to operate as Powermers Smart Industries, Inc. and its common stock is expected to be listed on Nasdaq under the symbol PSII.
The transaction is subject to regulatory, approval and adoption by OCA’s stockholders, approval and adoption by PSI’s stockholders, the Registration Statement being declared effective under the Securities Act of 1933, as amended, the expiration or termination of the applicable waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended, Lockup Agreement, Repayment of Employee Loans and the shares of PSI Common Stock to be issued in connection with the Business Combination having been approved for listing on a national securities exchange.
OCAX’s and PSI’s respective boards of directors have approved the Business Combination. The transaction is expected to close in 2024. Cohen & Company Capital Markets, a division of J.V.B. Financial Group, LLC, is serving as exclusive financial advisor and exclusive capital markets advisor to PSI. David A. Miller and Jeffrey M. Gallant of Graubard Miller, PAG Law PLLC, and Paul Hastings LLP are serving as legal counsels to PSI. Christian O. Nagler, P.C. and Marshall P. Shaffer, P.C. of Kirkland & Ellis LLP is serving as legal counsels to OCAX, and Han Kun Law Offices are serving as Chinese legal counsel to OCAX. 공시 • Dec 16
OCA Acquisition Corp., Annual General Meeting, Jan 09, 2024 OCA Acquisition Corp., Annual General Meeting, Jan 09, 2024, at 09:30 US Eastern Standard Time. Agenda: To amend OCAs amended and restated certificate of incorporation extend the date by which OCA has to consummate a Business Combination from January 20, 2024 and to allow OCA, without another stockholder vote, to elect to extend the Termination Date to consummate a Business Combination on a monthly basis up to eleven times by an additional one month each time after the Charter Extension Date, by resolution of OCAs board of directors; to amend the Certificate of Incorporation to eliminate the limitation that OCA may not redeem Public Stock to the extent that such redemption would result in OCA having net tangible assets; and to adjourn the Stockholder Meeting to a later date or dates, if necessary. 공시 • Jun 09
OCA Acquisition Corp., Annual General Meeting, Jun 22, 2023 OCA Acquisition Corp., Annual General Meeting, Jun 22, 2023, at 09:00 US Eastern Standard Time. Agenda: To re-elect the current Class I directors to the Company’s board of directors; and to consider to ratify the appointment of WithumSmith+Brown, PC as the Company’s independent registered public accounting firm for the fiscal year ended December 31, 2023. 공시 • Jan 22
OCA Acquisition Corp. announced that it has received $7.057 million in funding from OCA Acquisition Holdings LLC On January 20, 2021, OCA Acquisition Corp. closed the transaction. The company issued 7,057,000 warrants for proceeds of $7,057,000. 