Global IBO Group Ltd., an Integrated AIGC Animation Platform Provider, Announce Definitive Business Combination Agreement With Bukit Jalil Global Acquisition 1 Ltd.
Global IBO Group (GIBO), an integrated AIGC animation platform provider, has announced a definitive business combination agreement with Bukit Jalil Global Acquisition 1 (BUJA). Upon completion, the combined company will be renamed GIBO Holdings and listed on Nasdaq. The transaction involves a merger structure where GIBO and Bukit Jalil Global will become subsidiaries of the new entity. Shareholders will receive Class A ordinary shares, while certain GIBO shareholders (Founders) will receive Class B shares with 20 votes per share.
Key points:
- Transaction subject to regulatory and shareholder approvals
- Aims to enhance technology innovation and global market expansion
- GIBO focuses on AI-driven technologies for content creators
- Bukit Jalil Global brings capital management expertise
Global IBO Group (GIBO), un fornitore integrato di piattaforme di animazione AIGC, ha annunciato un accordo definitivo per la combinazione aziendale con Bukit Jalil Global Acquisition 1 (BUJA). Al termine dell'operazione, la società combinata sarà rinominata GIBO Holdings e verrà quotata al Nasdaq. La transazione prevede una struttura di fusione in cui GIBO e Bukit Jalil Global diventeranno filiali della nuova entità. Gli azionisti riceveranno azioni ordinarie di Classe A, mentre alcuni azionisti di GIBO (Fondatori) riceveranno azioni di Classe B con 20 voti per azione.
Punti chiave:
- Transazione soggetta ad approvazioni normative e degli azionisti
- Si prefigge di migliorare l'innovazione tecnologica e l'espansione nei mercati globali
- GIBO si concentra su tecnologie guidate dall'IA per i creatori di contenuti
- Bukit Jalil Global porta esperienza nella gestione del capitale
Global IBO Group (GIBO), un proveedor integrado de plataformas de animación AIGC, ha anunciado un acuerdo de combinación empresarial definitiva con Bukit Jalil Global Acquisition 1 (BUJA). Al finalizar, la empresa combinada será renombrada GIBO Holdings y cotizará en Nasdaq. La transacción implica una estructura de fusión donde GIBO y Bukit Jalil Global se convertirán en subsidiarias de la nueva entidad. Los accionistas recibirán acciones ordinarias de Clase A, mientras que ciertos accionistas de GIBO (Fundadores) recibirán acciones de Clase B con 20 votos por acción.
Puntos clave:
- Transacción sujeta a aprobaciones regulatorias y de accionistas
- Busca mejorar la innovación tecnológica y la expansión en mercados globales
- GIBO se centra en tecnologías impulsadas por IA para creadores de contenido
- Bukit Jalil Global aporta experiencia en gestión de capital
Global IBO Group (GIBO)는 통합 AIGC 애니메이션 플랫폼 제공업체로서 Bukit Jalil Global Acquisition 1 (BUJA)와의 최종 사업 결합 계약을 발표했습니다. 거래가 완료되면 통합 회사는 GIBO Holdings로 변경되며 Nasdaq에 상장될 예정입니다. 이 거래는 GIBO와 Bukit Jalil Global이 새로운 실체의 자회사가 되는 합병 구조를 포함합니다. 주주들은 Class A 보통주를 받게 되며, 특정 GIBO 주주들(창립자)은 주당 20표가 있는 Class B 주식을 받게 됩니다.
주요 사항:
- 거래는 규제 및 주주 승인에 따라 진행됩니다
- 기술 혁신 및 글로벌 시장 확장을 촉진하는 것을 목표로 합니다
- GIBO는 콘텐츠 제작자를 위한 AI 기반 기술에 집중합니다
- Bukit Jalil Global은 자본 관리 전문성을 제공합니다
Global IBO Group (GIBO), un fournisseur intégré de plateformes d'animation AIGC, a annoncé un accord définitif de combinaison d'activités avec Bukit Jalil Global Acquisition 1 (BUJA). Une fois l'opération terminée, la société combinée sera renommée GIBO Holdings et sera cotée sur le Nasdaq. La transaction implique une structure de fusion où GIBO et Bukit Jalil Global deviendront des filiales de la nouvelle entité. Les actionnaires recevront des actions ordinaires de Classe A, tandis que certains actionnaires de GIBO (Fondateurs) recevront des actions de Classe B avec 20 voix par action.
Points clés :
- Transaction soumise à des approbations réglementaires et des actionnaires
- Vise à améliorer l'innovation technologique et l'expansion sur les marchés mondiaux
- GIBO se concentre sur les technologies pilotées par l'IA pour les créateurs de contenu
- Bukit Jalil Global apporte une expertise en gestion de capital
Global IBO Group (GIBO), ein integrierter Anbieter von AIGC-Animationsplattformen, hat eine definitive Geschäftscombination mit Bukit Jalil Global Acquisition 1 (BUJA) bekannt gegeben. Nach Abschluss wird das kombinierte Unternehmen in GIBO Holdings umbenannt und an der Nasdaq gelistet. Die Transaktion umfasst eine Fusionsstruktur, bei der GIBO und Bukit Jalil Global zu Tochtergesellschaften der neuen Einheit werden. Aktionäre erhalten Stammaktien der Klasse A, während bestimmte GIBO-Aktionäre (Gründer) Klasse-B-Aktien mit 20 Stimmen pro Aktie erhalten.
Wichtige Punkte:
- Transaktion unterliegt regulatorischen und Aktionärs-genehmigungen
- Zielt darauf ab, technologische Innovation und globale Marktexpansion zu fördern
- GIBO konzentriert sich auf KI-gesteuerte Technologien für Content-Ersteller
- Bukit Jalil Global bringt Fachwissen im Kapitalmanagement ein
- Potential for enhanced technology innovation and content offerings
- Opportunity for accelerated strategic growth and global market expansion
- Access to capital markets through Nasdaq listing
- Synergy between GIBO's animation platform and Bukit Jalil Global's capital management expertise
- Transaction completion subject to regulatory and shareholder approvals
- Potential dilution for existing shareholders due to share issuance
- Uncertainty regarding integration challenges post-merger
- Dual-class share structure may raise corporate governance concerns
This business combination between GIBO and Bukit Jalil Global is a significant strategic move for both companies. For GIBO, going public through this SPAC merger provides access to capital markets and potentially accelerates their growth in the AIGC animation sector. The deal structure, involving a dual-class share system, suggests the founders will retain significant control post-merger.
Investors should note that while SPACs have been popular, they often face challenges post-merger. The success will largely depend on GIBO's ability to deliver on its growth promises and effectively utilize the capital influx. The lack of financial details in this announcement makes it difficult to assess the deal's true value. Shareholders should closely monitor upcoming filings for more concrete financial information and growth projections.
GIBO's focus on AIGC (AI-Generated Content) in the animation sector positions it at the forefront of a rapidly evolving industry. The merger could provide the resources needed to enhance their AI technologies and content creation tools. This is important in a market where innovation is key to attracting both creators and viewers.
However, the tech landscape is highly competitive, with giants like Netflix and Disney also investing heavily in AI for content creation. GIBO will need to demonstrate a clear technological edge to stand out. Investors should look for details on GIBO's proprietary technologies, user engagement metrics and plans for technological advancement post-merger. The success of this venture will largely depend on GIBO's ability to leverage AI to create truly unique and engaging content experiences.
The animation streaming market is experiencing rapid growth, driven by increasing demand for digital content. GIBO's focus on AIGC could position it well in this expanding sector. However, the lack of specific market data or user statistics in this announcement makes it challenging to assess GIBO's current market position.
Investors should watch for information on GIBO's user base, content library size and growth rates in upcoming filings. The company's ability to expand beyond its current Asian market focus will be important for long-term success. Competition in the global streaming market is intense, with established players and numerous niche platforms. GIBO will need to clearly articulate its unique value proposition and demonstrate strong user acquisition and retention strategies to succeed in this crowded landscape.
The closing of the transactions is subject to customary closing conditions, including regulatory and shareholder approvals.
Management Comments
Chun Yen "Dereck" Lim, Chairman of GIBO
"We are thrilled to announce a definitive agreement for the Business Combination with Bukit Jalil Global. Leveraging their extensive experience in capital management, we are confident that Bukit Jalil Global will elevate our business, aligning perfectly with our vision to establish GIBO as the preferred platform for content creators and the new generation of users worldwide."
Jing Tuang "Zelt" Kueh, CEO of GIBO
"This transaction marks a significant milestone in GIBO's mission. We are optimistic that this combination will provide support to enhance our technology innovation, enrich our content offerings, attract more user subscriptions, and accelerate our strategic growth and broaden expansion in the global market. We are committed to building an ecosystem that provides content creators with the latest AI-driven technologies and provides users with engaging platforms featuring rich and varied content, and in the process help transform the comic and animation industry."
Dr Seck Chyn "Neil" Foo, CEO of Bukit Jalil Global
"We are very excited to partner with the GIBO team. GIBO's leadership in the animation streaming sector and proven track record in the
Transaction Overview
Under the terms of the Business Combination Agreement, GIBO Merger Sub 1 Limited, a
No assurances can be made that the Proposed Transaction will be consummated on the terms or timeframe currently contemplated, or at all. Any transaction would be subject to the approval of the two companies' boards, regulatory and shareholder approvals as well as other customary conditions.
Additional information about the Proposed Transaction, including a copy of the Business Combination Agreement, will be provided in a Current Report on Form 8-K to be filed by Bukit Jalil Global with the Securities and Exchange Commission (the "SEC") and will be available at www.sec.gov.
Advisors
DLA Piper
About Global IBO
Founded in 2019 and powered by its platform GIBO.ai, GIBO is a unique integrated AIGC animation streaming platform aiming to revolutionize content creation and consumption through AI. GIBO offers creators a full range of services from brainstorming to monetization, encompassing voice synthesis and advanced image generation capabilities. With its broad content selection and innovative AI technologies, GIBO has garnered a substantial following among the Asian Generation Z demographic. As of December 31, 2023, GIBO boasts a strong registered user base exceeding 60 million, including 20,000 content creators across
About Bukit Jalil Global Acquisition 1 Ltd.
Bukit Jalil Global Acquisition 1 Ltd. is a blank check company, also commonly referred to as a special purpose acquisition company, or SPAC, formed for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, recapitalization, reorganization or similar business combination with one or more businesses or entities.
Important Information About the Proposed Business Combination and Where to Find It
In connection with the Proposed Transaction, the Combined Company intends to file a registration statement on Form F-4 (the "Registration Statement on Form F-4,"), including a preliminary proxy statement/prospectus, and a definitive proxy statement/prospectus with the SEC. Bukit Jalil Global's shareholders and other interested persons are advised to read, when available, the preliminary proxy statement/prospectus and the amendments thereto and the definitive proxy statement/prospectus as well as other documents filed with the SEC in connection with the Proposed Transaction, as these materials will contain important information about GIBO, Bukit Jalil Global, and the Proposed Transaction. When available, the definitive proxy statement/prospectus and other relevant materials for the Proposed Transaction will be mailed to shareholders of Bukit Jalil Global as of a record date to be established for voting on the Proposed Transaction. Shareholders of Bukit Jalil Global will also be able to obtain copies of the preliminary proxy statement/prospectus, the definitive proxy statement/prospectus, and other documents filed with the SEC that will be incorporated by reference therein, without charge, once available, at the SEC's website at www.sec.gov.
Participants in the Solicitation
Bukit Jalil Global and its directors and executive officers may be deemed participants in the solicitation of proxies from Bukit Jalil Global's shareholders with respect to the Proposed Transaction. A list of the names of those directors and executive officers of Bukit Jalil Global is contained in Bukit Jalil Global's Annual Report on Form 10-K filed with the SEC on April 2, 2024, which is available free of charge at the SEC's web site at www.sec.gov. Additional information regarding the interests of such participants will be set forth in the Registration Statement when available.
GIBO, the Combined Company and their directors and executive officers may also be deemed to be participants in the solicitation of proxies from the shareholders of Bukit Jalil Global in connection with the Proposed Transaction. A list of the names of such directors and executive officers and information regarding their interests in the Proposed Transaction will be included in the Registration Statement when available.
No Offer or Solicitation
This press release does not constitute, and should not be construed to be, a proxy statement or the solicitation of a proxy, solicitation of any vote or approval, consent or authorization with respect to any securities or in respect of the Proposed Transaction described herein and shall not constitute an offer to sell or a solicitation of an offer to buy any securities nor shall there be any sale of securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction. No offering of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended, or an exemption therefrom.
Forward-Looking Statements
This press release contains "forward-looking statements" within the meaning of the federal securities laws. These statements are intended for illustrative purposes only and should not be considered by any investor as a guarantee, assurance, prediction, or definitive statement of fact or probability. Actual results of GIBO and the Combined Company may vary from their expectations, estimates, and projections. Consequently, investors should not rely on these forward-looking statements as predictions of future events. Terms such as "expect," "estimate," "project," "budget," "forecast," "anticipate," "intend," "plan," "may," "might," "will," "could," "should," "believe," "predict," "possible," "potential," "continue," and similar expressions (including the negative versions of such words) are intended to identify these forward-looking statements. These statements include, without limitation, the expectations of GIBO, Bukit Jalil Global and the Combined Company regarding future performance and the anticipated financial impacts of the business combination transaction.
These forward-looking statements involve significant risks and uncertainties that could cause actual results to differ materially, and potentially adversely, from those expressed or implied in the statements. Most of these factors are beyond the control of GIBO, Bukit Jalil Global and the Combined Company, and are difficult to predict because they relate to events and depend on circumstances that will occur in the future. Factors that may cause such differences include, but are not limited to: (1) the outcome of any legal proceedings that may be initiated against GIBO and/or the Combined Company following the completion of the business combination transaction; (2) the inability to maintain the listing of the Combined Company's securities on Nasdaq following the completion of the business combination transaction; (3) the risk that the business combination transaction disrupts current plans and operations; (4) the ability to recognize the anticipated benefits of the business combination transaction, which may be affected by, among other factors, competition, GIBO's or the Combined Company's ability to grow and manage growth profitably, and retain its key employees; (5) costs related to the business combination transaction; (6) changes in applicable laws or regulations; and (7) the possibility that GIBO may be adversely affected by other economic, business, and/or competitive factors. This list of factors is not exhaustive. There may be additional risks that neither Bukit Jalil Global nor GIBO presently know or that Bukit Jalil Global and GIBO currently believe are immaterial that could also cause actual results to differ from those contained in the forward-looking statements. Any forward-looking statements made by or on behalf of Bukit Jalil Global, GIBO or the Combined Company speak only as of the date they are made. None of Bukit Jalil Global, GIBO or the Combined Company undertakes any obligation to update any forward-looking statements to reflect any changes in their respective expectations with regard thereto or any changes in events, conditions or circumstances on which any such statement is based.
All subsequent written and oral forward-looking statements concerning GIBO, Bukit Jalil Global or the Combined Company, the transactions described herein, or other matters and attributable to GIBO, Bukit Jalil Global or the Combined Company, or any person acting on their behalf are expressly qualified in their entirety by the cautionary statements above. Readers are cautioned not to place undue reliance on any forward-looking statements, which speak only as of the date they are made. GIBO, Bukit Jalil Global and the Combined Company expressly disclaim any obligation or undertaking to publicly release any updates or revisions to any forward-looking statements contained herein to reflect any change in their expectations or any change in events, conditions, or circumstances on which any statement is based, except as required by law.
Use of data
The data contained herein is derived from various internal and external sources that GIBO and Bukit Jalil Global believe to be reliable. Although GIBO and Bukit Jalil Global are not aware of any misstatements regarding the external data presented herein, their estimates involve risks and uncertainties and are subject to change based on various factors, including those described under "Forward-Looking Statements" above. Any data on past performance or modeling contained herein is not an indication as to future performance, and each of GIBO and Bukit Jalil Global disclaims any obligation, except as required by law, to update or revise the information in this presentation, whether as a result of new information, future events or otherwise.
Contact Information:
Global IBO Group Ltd. Contact:
William Zima
Managing Director of ICR, LLC
Tel: +1-203-682-8200
Email: william.zima@icrinc.com
Bukit Jalil Global Acquisition 1 Ltd. Contact:
Tina Xiao
President of Ascent Investor Relations LLC
Tel: +1-917-609-0333
Email: tina.xiao@ascent-ir.com
View original content:SOURCE Global IBO Group Ltd.
FAQ
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