BEN Announces Expected Closing of Business Combination
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Insights
The announcement of the completion of a business combination, particularly involving a special purpose acquisition company (SPAC) like DHC Acquisition Corp., is a significant event that can influence market perceptions and investor confidence. The successful shareholder approval indicates a positive reception from the investors of DHC Acquisition Corp., which can be seen as a vote of confidence in the future prospects of Brand Engagement Network Inc. (BEN).
From a market research perspective, the transition to a public entity provides BEN with access to capital markets, which can be instrumental in fueling its growth initiatives and technological advancements in the AI sector. The listing under the new ticker symbols 'BNAI' for common stock and 'BNAIW' for publicly traded warrants will also enhance visibility among investors and can potentially lead to increased liquidity for the shares.
It is important to monitor the post-merger performance and the integration process, as these factors will be critical in determining the long-term value creation for shareholders. The AI industry is highly competitive and BEN's ability to differentiate its personalized customer engagement solutions will be essential for its market positioning.
The anticipated closure of the business combination and the commencement of trading on the Nasdaq Stock Market represent pivotal financial milestones for Brand Engagement Network. The ability to trade on a major exchange often comes with a reevaluation of the company's market capitalization and provides an opportunity for institutional investors to take positions in the company.
Investors will be closely watching the initial trading days to gauge market sentiment and the valuation multiples applied to BEN in comparison to its peers. The financials of the merged entity will be scrutinized for synergies realized from the business combination, cost structures and revenue projections. The performance of the stock and warrants post-listing will also serve as an indicator of investor expectations regarding future growth and profitability.
Additionally, the public listing could enable BEN to leverage stock-based compensation plans to attract and retain talent, which is a critical factor for success in the technology sector. However, it is crucial to consider the potential dilution effects that could arise from the conversion of warrants and any future equity offerings.
From a legal standpoint, the completion of a business combination with a SPAC involves a series of regulatory compliance checks, including the approval by shareholders and adherence to securities laws. The fact that the transaction was approved at an extraordinary general meeting suggests that all legal prerequisites have been met satisfactorily, paving the way for a smooth transition to a publicly traded company.
It is also noteworthy that publicly traded warrants are being offered alongside common stock. Warrants provide investors with the right to purchase additional stock at a predetermined price, which can be a strategic tool for the company to raise additional capital in the future. However, the terms of these warrants, including exercise price and expiration date, will be important details for investors to consider, as they can significantly impact the potential return on investment.
Going forward, as a public company, BEN will be subject to increased regulatory scrutiny, including the requirement to file periodic financial reports with the Securities and Exchange Commission (SEC), which demands transparency and could affect the company's operational flexibility.
The combined company will be named Brand Engagement Network and expects to begin trading on the Nasdaq Stock Market on Friday, March 15, 2024, under the ticker symbol “BNAI” for its common stock and “BNAIW” for its publicly traded warrants.
About BEN
BEN (Brand Engagement Network) is a leading provider of conversational AI technology and human-like AI avatars headquartered in
For more information about BEN, please visit: https://beninc.ai/
About DHC Acquisition Corp.
DHC Acquisition Corp. (Nasdaq: DHCA) is a special purpose acquisition company (SPAC) focused on partnering with an innovative technology company. DHC’s mission is to invest in companies which are charting the future of how humans and business interact at the last mile, spanning enterprise infrastructure, industrial IoT, automation, retail and E-commerce infrastructure, automotive, and aerospace. We endeavour to enable the applications of innovative technology and business models which bring goods, people, or information to its final destination.
DHC’s approach to business is based on teamwork, integrity and quiet professionalism, qualities we learned during our extensive training in the military. We bring our unique hybrid experience and our values into the corporate world, building high performing teams in a range of specialized industries: technology, consumer, aviation, defense, automotive, investment banking, capital markets, and asset management. Our collective experience includes: >25 years as CEOs of public companies, 8 companies founded, 13 companies acquired, and >55 years in military leadership.
Forward-Looking Statements
This communication contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934 that are not historical facts, and involve risks and uncertainties that could cause actual results of DHC and BEN to differ materially from those expected and projected. These forward-looking statements can be identified by the use of forward-looking terminology, including the words “believes,” “estimates,” “anticipates,” “expects,” “intends,” “plans,” “may,” “will,” “potential,” “projects,” “predicts,” “continue,” or “should,” or, in each case, their negative or other variations or comparable terminology. These forward-looking statements include, without limitation, statements regarding DHC’s and BEN’s ability to complete the Business Combination on the terms and timeline set forth in the Proxy Statement or at all.
These forward-looking statements involve significant risks and uncertainties that could cause the actual results to differ materially from the expected results. Most of these factors are outside DHC’s control and are difficult to predict. Factors that may cause such differences include, but are not limited to: the inability of the Parties to successfully or timely consummate the Business Combination; the risk that the Business Combination may not be completed by DHC’s business combination deadline and the potential failure to obtain an extension of the Business Combination deadline by DHC; failure to realize the anticipated benefits of the Business Combination; risks relating to the uncertainty of the projected financial information with respect to BEN; the occurrence of any event, change or other circumstance that could give rise to the termination of the definitive transaction agreement; BEN’s history of operating losses; BEN’s need for additional capital to support its present business plan and anticipated growth; technological changes in BEN’s market; the value and enforceability of BEN’s intellectual property protections; BEN’s ability to protect its intellectual property; BEN’s material weaknesses in financial reporting; and BEN’s ability to navigate complex regulatory requirements; the ability to maintain the listing of DHC’s securities on a national securities exchange; the ability to implement business plans, forecasts, and other expectations after the completion of the Business Combination; the effects of competition on BEN’s business; the risks of operating and effectively managing growth in evolving and uncertain macroeconomic conditions, such as high inflation and recessionary environments; and continuing risks relating to the COVID 19 pandemic. The foregoing list of factors is not exhaustive.
DHC and BEN caution that the foregoing list of factors is not exclusive. DHC and BEN caution readers not to place undue reliance upon any forward-looking statements, which speak only as of the date made. None of BEN nor DHC undertakes nor accepts any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements to reflect any change in its expectations or any change in events, conditions or circumstances on which any such statement is based. Further information about factors that could materially affect DHC, including its results of operations and financial condition, is set forth under “Risk Factors” in Part I, Item 1A of DHC’s Annual Report on Form 10-K for the fiscal year ended December 31, 2022.
No Offer or Solicitation
This communication does not constitute an offer to sell or the solicitation of an offer to buy any securities of BEN or DHC or a solicitation of any vote or approval. No offer 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.
View source version on businesswire.com: https://www.businesswire.com/news/home/20240313400845/en/
BEN Contacts
Investors:
Ryan Flanagan, ICR
ryan.flanagan@icrinc.com
Media:
Dan Brennan, ICR
dan.brennan@icrinc.com
Source: Brand Engagement Network Inc.
FAQ
When is the expected closing date for the merger between Brand Engagement Network Inc. and DHC Acquisition Corp.?
What ticker symbol will Brand Engagement Network Inc. use for its common stock post-merger?
What was the outcome of DHC shareholders' vote regarding the merger?
When will Brand Engagement Network Inc. begin trading on the Nasdaq Stock Market?
