UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported):
March 1, 2023
Capitalworks Emerging Markets Acquisition Corp
(Exact name of registrant as specified in its charter)
| Cayman Islands |
|
001-41108 |
|
98-1598114 |
(State or other jurisdiction
of incorporation) |
|
(Commission File Number) |
|
(IRS Employer
Identification No.) |
1345
Avenue of the Americas, 11th
Floor
New York, New York 10105
(Address of principal executive offices, including
zip code)
Registrant’s telephone number, including
area code: (202) 320-4822
Not Applicable
(Former name or former address, if changed since
last report)
Check the appropriate box
below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following
provisions:
| x |
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| |
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| ¨ |
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| |
|
| ¨ |
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| |
|
| ¨ |
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b)
of the Act:
| Title of each class |
|
Trading Symbol(s) |
|
Name of each exchange
on
which registered |
| Units, each consisting of one Class A ordinary share, par value $0.0001 per share, and one-half of one redeemable warrant |
|
CMCAU |
|
The
Nasdaq Stock Market LLC |
| |
|
|
|
|
| Class A ordinary shares, par value $0.0001 per share |
|
CMCA |
|
The
Nasdaq Stock Market LLC |
| |
|
|
|
|
| Redeemable warrants, each whole warrant exercisable for one Class A ordinary share at an exercise price of $11.50 per share |
|
CMCAW |
|
The
Nasdaq Stock Market LLC |
Indicate by check mark whether the registrant
is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the
Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company x
If an emerging growth company, indicate by check
mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting
standards provided pursuant to Section 13(a) of the Exchange Act. ¨
Item 7.01 Regulation FD Disclosure.
On March 1, 2023, Capitalworks
Emerging Markets Acquisition Corp., a Cayman Islands exempted company limited by shares (the “Company”), entered into a Business
Combination Agreement (the “Business Combination Agreement”), by and among (i) the Company, (ii) Lexasure Financial Group
Limited, a Cayman Islands exempted company limited by shares (“Lexasure”), (iii) Lexasure Financial Holdings Corp., a Cayman
Islands exempted company limited by shares (“Pubco”), (iv) CEMAC Merger Sub Inc., a Cayman Islands exempted company limited
by shares and a wholly-owned subsidiary of Pubco, (v) Lexasure Merger Sub Inc., a Cayman Islands exempted company limited by shares and
a wholly-owned subsidiary of Pubco, (vi) CEMAC Sponsor LP, a Cayman Islands exempted limited partnership, in the capacity as the representative
for the shareholders of the Company and Pubco (other than the Lexasure shareholders), and (vii) Ian Lim Teck Soon, an individual, in the
capacity as the representative for the Lexasure shareholders, for a proposed business combination among the parties (the “Business
Combination”).
A copy of the press release with respect to the Business Combination is attached hereto as Exhibit 99.1 and incorporated
by reference herein.
The information in this Item
7.01 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange
Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under
the Securities Act of 1933, as amended or the Exchange Act, except as expressly set forth by specific reference in such filing.
Item 8.01 Other Events.
As a result of having entered into the Business Combination Agreement, the Company shall have its deadline to
consummate its initial business combination automatically extended by three months from March 3, 2023 to June 3, 2023 in accordance with
Article 162(a)(i) of the Company’s Amended and Restated Certificate of Incorporation.
Forward-Looking Statements
Certain statements included in this report
are not historical facts, but are forward-looking statements. Forward-looking statements generally are accompanied by words such as “believe,”
“may,” “will,” “estimate,” “continue,” “anticipate,” “intend,”
“expect,” “should,” “would,” “plan,” “future,” “outlook,” and
similar expressions that predict or indicate future events or trends or that are not statements of historical matters, but the absence
of these words does not mean that a statement is not forward-looking. These forward-looking statements include, but are not limited to,
statements regarding estimates and forecasts of other performance metrics and projections of market opportunity. These statements are
based on various assumptions, whether or not identified in this report and on the current expectations of the Company’s, Pubco’s
and Lexasure’s respective management and are not predictions of actual performance. These forward-looking statements are provided
for illustrative purposes only and are not intended to serve as, and must not be relied on by any investor as, a guarantee, an assurance,
a prediction or a definitive statement of fact or probability. Actual events and circumstances are difficult or impossible to predict
and will differ from assumptions. Many actual events and circumstances are beyond the control of the Company, Pubco and Lexasure. Some
important factors that could cause actual results to differ materially from those in any forward-looking statements could include, without
limitation, changes in business, market, financial, political and legal conditions.
These forward-looking statements are subject
to a number of risks and uncertainties, including, without limitation, the inability of the parties to successfully or timely consummate
the transactions contemplated by the Business Combination Agreement (collectively, the “Transaction”); the failure to realize
the anticipated benefits of the Transaction; the ability of the Company prior to the Transaction, and Pubco following completion of the
Transaction, to maintain (in the case of the Company) and to obtain and maintain (in the case of Pubco) the listing of the Company’s
shares prior to the Transaction, and, following the Transaction, Pubco’s shares, on the Nasdaq Capital Market; costs related to
the Transaction; the failure to satisfy the conditions to the consummation of the Transaction, including the approval of the Business
Combination Agreement by the shareholders of the Company, the risk that the Transaction may not be completed by the stated deadline and
the potential failure to obtain an extension of the stated deadline;; the outcome of any legal proceedings that may be instituted against
the Company, Pubco or Lexasure related to the Transaction; the attraction and retention of qualified directors, officers, employees and
key personnel of the Company and Lexasure prior to the Transaction, and Pubco following the Transaction; the ability of Pubco to compete
effectively in a highly competitive market; the ability to protect and enhance Lexasure’s corporate reputation and brand; the impact
from future regulatory, judicial, and legislative changes in Lexasure’s industry; the uncertain effects of the COVID-19 pandemic
or other public health matters; competition from larger companies that have greater resources, technology, relationships and/or expertise;
the future financial performance of Pubco following the Transaction, including the ability of future revenues to meet projected annual
projections; the ability of Pubco to forecast and maintain an adequate rate of revenue growth and appropriately plan its expenses; Lexasure’s
ability to execute its business plans and strategy; and those factors set forth in documents of the Company or Pubco filed, or to be filed,
with the U.S. Securities and Exchange Commission (“SEC”). You should carefully consider the foregoing factors and the other
risks and uncertainties that will be described in the “Risk Factors” section of the registration statement on Form F-4 and
related proxy statement/prospectus and other documents to be filed by the Company or Pubco 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. The foregoing list of risks is not exhaustive.
Participants in the Solicitation
The Company, Pubco and Lexasure and their respective
directors and executive officers may be considered participants in the solicitation of proxies with respect to the proposed transaction
described in this report under the rules of the SEC. Information about the directors and executive officers of the Company is set forth
in its Annual Report on Form 10-K for the year ended June 30, 2022, filed with the SEC on July 15, 2022, and is available free of charge
at the SEC’s website at www.sec.gov or by directing a request to: Capitalworks Emerging Markets Acquisition Corp., 1345 Avenue of
the Americas, 11th Floor, New York, New York 10105. Information regarding the persons who may, under the rules of the SEC, be deemed participants
in the solicitation of the Company’s shareholders in connection with the proposed Transaction will be set forth in the registration
statement on Form F-4 containing a proxy statement/prospectus to be filed by Pubco with the SEC with respect to the proposed Transaction.
These documents can be obtained free of charge from the sources indicated herein.
Important Information About the Transaction and Where to Find
It
This report relates to a proposed Transaction
between the Company and Lexasure. This report does not constitute an offer to sell or exchange, or the solicitation of an offer to buy
or exchange, any securities, nor shall there be any sale of securities in any jurisdiction in which such offer, sale or exchange would
be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. In connection with the Transaction
described herein, the Company, Pubco and Lexasure intend to file relevant materials with the SEC, including a registration statement on
Form F-4 to be filed by Pubco, which will include a proxy statement/prospectus. Security holders are encouraged to carefully review such
information, including the risk factors and other disclosures therein. The proxy statement/prospectus will be sent to all shareholders
of the Company. The Company and Pubco will also file other documents regarding the proposed Transaction with the SEC. Before making
any voting or investment decision, investors and security holders of the Company are urged to read the registration statement, the proxy
statement/prospectus and all other relevant documents filed or that will be filed with the SEC in connection with the proposed Transaction
as they become available because they will contain important information about the proposed Transaction.
Non-Solicitation
This report does not constitute, and should
not be construed to be, a proxy statement or the solicitation of a proxy, consent or authorization with respect to any securities or in
respect of the proposed business combination 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 offer of securities
shall be made except by means of a prospectus meeting the requirements of the U.S. Securities Act of 1933, as amended.
Item 9.01. Financial
Statements and Exhibits.
SIGNATURE
Pursuant to the requirements
of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto
duly authorized.
| |
Capitalworks Emerging Markets Acquisition Corp |
| |
|
|
| Date: March 1, 2023 |
By: |
/s/ Roberta Brzezinski |
| |
|
Name: |
Roberta Brzezinski |
| |
|
Title: |
Chief Executive Officer |
Exhibit 99.1
Lexasure Financial Group, a Leading Provider
of Reinsurance and Digital Insurance Products, Signed Business Combination Agreement to Go Public via Combination with Capitalworks Emerging
Markets Acquisition Corp. (CEMAC)
NEW YORK and GEORGE TOWN, Cayman Islands,
March 01, 2023 (GLOBE NEWSWIRE) -- Lexasure Financial Group (“Lexasure”), a leading provider of reinsurance
and digital insurance solutions in Southeast and South Asia, and Capitalworks Emerging Markets Acquisition Corp. (“CEMAC”)
(NASDAQ: CMCA), a publicly traded special purpose acquisition company organized in the Cayman Islands to effect a merger, stock
exchange, asset acquisition, stock purchase, recapitalization or other similar business combination, today announced a definitive
business combination agreement to provide Lexasure with a path to becoming a publicly listed company through a new Cayman Islands holding
company, Lexasure Financial Holdings Corp. (“Pubco”), that will acquire both Lexasure and CEMAC.
Lexasure enables local direct insurers to
compete across emerging Asia through innovative product solutions designed to empower insurers, companies, and individuals to manage
risk more effectively and accelerate their growth. These product solutions include Lexasure’s recently launched comprehensive mobile
apps, Vivacity and Flourish, which are designed to promote healthy lifestyles, improve engagement for health
insurance providers, and provide farmers with insurance coverage and mobile technology in the event of the failure of crops and livestock,
respectively. In its traditional lines of business, Lexasure underwrites reinsurance and insurance and serves as a broker for a diverse
set of industries, working with over 60 primary insurers across 22 countries in Asia, the Middle East, and North America.
Lexasure is led by a senior leadership team
comprised of insurance veterans and technology leaders with over 150 years of combined industry experience. Lexasure’s Chairman, Richard
Goh, has over 40 years of experience in the insurance business and is the former CEO of a Labuan composite insurance group, which has
operations in Indonesia, the Philippines, and Myanmar. Lexasure’s founder and CEO, Ian Lim, has over 25 years of experience
in the reinsurance and insurance industries, having previously served in senior leadership roles at BMS Asia and SiriusPoint.
CEMAC was listed in December 2021 with $234.6
million in trust, with the goal of identifying a prospective target business with high growth and cross-border operations in middle-income
emerging markets, with the ability to replicate its business model sustainably across other emerging markets.
“We are thrilled to partner with a
company with a proven track record of growth and profitability that is also advancing financial inclusion goals by bringing insurance
products to historically underserved populations across Southeast Asia and South Asia,” said CEMAC Chair Whitney Baker.
“Lexasure represents an exceptional
opportunity as a digital insurance solutions provider infusing greater competitiveness and resiliency in local small- and medium-sized
insurers in the region who truly understand the needs of local businesses and consumers,” added CEMAC CEO Roberta Brzezinski. “Its
rapid growth of revenue and profitability is supported by expanding its traditional business lines and pioneering a cloud-based B2B2C
platform. Lexasure’s solutions in digital health insurance, agricultural insurance, automotive insurance, property & facilities
management insurance, and other follow-on digital insurance products meet the needs of consumers and enterprises in Southeast and South
Asia.”
“We are digitizing the insurance and
reinsurance industry by embedding insurance into digital ecosystems, as well as pioneering integrated platform solutions aligned with
the needs of Asian consumers and regional primary insurers,” said Lexasure CEO Ian Lim. “The effects of this transaction
will enable us to quickly grow in Asia, where we currently expect that we will see over 50% of the global insurance market in 2030.1
Lexasure is establishing a captive network to drive insurance and reinsurance volumes through our LexasureCloud technology platform and
take complexity and cost out of serving Asian SMEs and consumers. We are working hard to capture the untapped demand for insurance in
developing countries in Asia, as insurance is a key driver for increasing and accelerating financial inclusion.”
Transaction Overview
The business combination agreement has been
unanimously approved by the Board of Directors of CEMAC and the Board of Directors of Lexasure and is subject to the satisfaction of
certain closing conditions, including the approval of the stockholders of CEMAC.
The transaction values Lexasure on a pre-money
equity value of $250 million, which will be paid by Pubco to Lexasure shareholders by delivery of newly issued ordinary shares of Pubco,
each valued at the price per share paid to CEMAC shareholders who elect to redeem their CEMAC shares in connection with the transaction.
The shareholders of Lexasure will have the contingent right to receive up to an additional 5 million Pubco ordinary shares subject to
achieving defined financial performance metrics. At the closing of the transaction, CEMAC security holders will receive equivalent
securities in Pubco in exchange for their CEMAC securities, and both CEMAC and Lexasure will become wholly-owned subsidiaries of Pubco.
Additional information about the proposed
transaction, including a copy of the business combination agreement, will be provided in CEMAC’s Current Report on Form 8-K. CEMAC
also intends to file an investor deck in a Current Report on Form 8-K. Pubco plans to file a registration statement on Form F-4, which
will include a document that serves as a proxy statement of CEMAC, referred to as a proxy statement/prospectus, each of which will be
filed with the Securities and Exchange Commission (“SEC”) and available at www.sec.gov.
Advisors
Nelson Mullins Riley & Scarborough LLP
is representing Lexasure as U.S. legal counsel. Ellenoff Grossman & Schole LLP is representing CEMAC as U.S. legal counsel. ARC
Group is acting as a financial advisor to Lexasure. CEMAC is being advised by Exit Strategy Partners.
About Lexasure Financial Group
Lexasure Financial Group is a
leading Southeast and South Asia fintech, insurance, and financial services holding company and entities in our group provide insurance
and reinsurance for all lines of life and non-life, insurance services and digital insurance solutions, including Reinsurance-as-a-Service
(RaaS), that enable its clients to manage risk, accelerate growth, and effectively compete. It is driving the digital transformation
of the insurance and reinsurance industry with scalable and innovative products that meet the local needs of companies and people in
fast-growing Asian markets. Lexasure’s management team has deep expertise in the industries of reinsurance, insurance, and insurance
tech, and its values are based on a belief that its products enable customers to live and grow boldly while enhancing resilience. Lexasure
serves over 60 primary insurers across 22 countries in Asia, the Middle East, and North America.
About Capitalworks Emerging Markets Acquisition
Corp.
Capitalworks Emerging Markets Acquisition
Corp. (“CEMAC”) is a blank check company, incorporated as a Cayman Islands exempted company for the purpose of effecting
a merger, share exchange, asset acquisition, share purchase, reorganization, or similar business combination with one or more businesses
(the “Business Combination”). While the Company may pursue an acquisition opportunity in any industry or geographic region,
it intends to focus on high-growth companies operating in select emerging markets, with the ability to replicate their business models
sustainably across other emerging markets or translate their products, services, or technologies to developed markets. CEMAC’s
lead sponsor is an affiliate of Capitalworks, a leading independent alternative asset management firm with a successful 15-year
track record of investing in emerging markets companies across several investment verticals. Capitalworks currently manages seven alternative
investment strategies, all focused on emerging markets. CEMAC is also supported by Camber Base, LLC, an affiliate of the Brown University
endowment.
CEMAC was founded in 2021, closed its IPO
on December 3, 2021, and is headquartered in New York.
Important Information About the Proposed
Transaction and Where to Find It
The proposed business combination will be
submitted to the shareholders of CEMAC for their consideration and approval. Pubco intends to file a registration statement on Form F-4
(the “Registration Statement”) with the SEC, which will include preliminary and definitive proxy statements to be distributed
to CEMAC’s shareholders in connection with CEMAC’s solicitation for proxies for the vote by CEMAC’s shareholders in
connection with the proposed business combination and other matters as described in the Registration Statement, as well as the prospectus
relating to the offer of the securities to be issued by Pubco to Lexasure’s shareholders and CEMAC’s securityholders in connection
with the completion of the proposed business combination. After the Registration Statement has been filed and declared effective, CEMAC
will mail a definitive proxy statement and other relevant documents to its shareholders as of the record date established for voting
on the proposed business combination. CEMAC’s shareholders and other interested persons are advised to read, once available, the
Registration Statement and the preliminary proxy statement/prospectus and any amendments thereto and, once available, the definitive
proxy statement/prospectus in connection with CEMAC’s solicitation of proxies for its special meeting of shareholders to be held
to approve, among other things, the proposed business combination, because these documents will contain important information about CEMAC,
Lexasure, Pubco and the proposed business combination. CEMAC shareholders and other interested parties may also obtain a copy of the
Registration Statement and the preliminary or definitive proxy statement, once available, as well as other documents filed with the SEC
regarding the proposed business combination and other documents filed with the SEC by CEMAC, without charge, at the SEC’s website
located at www.sec.gov or by directing a request to Capitalworks Emerging Markets Acquisition
Corp., 1345 Avenue of the Americas, 11th Floor, New York, NY, 10105, USA.
INVESTMENT IN ANY SECURITIES DESCRIBED
HEREIN HAS NOT BEEN APPROVED OR DISAPPROVED BY THE SEC OR ANY OTHER REGULATORY AUTHORITY, NOR HAS ANY AUTHORITY PASSED UPON OR ENDORSED
THE MERITS OF THE PROPOSED TRANSACTION PURSUANT TO WHICH ANY SECURITIES ARE TO BE OFFERED OR THE ACCURACY OR ADEQUACY OF THE INFORMATION
CONTAINED HEREIN. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.
Forward-Looking Statements
This press release includes
“forward-looking statements” within the meaning of the “safe harbor” provisions of the United States Private
Securities Litigation Reform Act of 1995. Forward-looking statements may be identified by the use of words such as
“estimate,” “plan,” “project,” “forecast,” “intend,” “will,”
“expect,” “anticipate,” “believe,” “seek,” “target” or other similar
expressions that predict or indicate future events or trends or that are not statements of historical matters. These statements are
based on various assumptions, whether or not identified in this press release, and on the current expectations of Lexasure’s,
Pubco’s and CEMAC’s management and are not predictions of actual performance. These forward-looking statements are
provided for illustrative purposes only and are not intended to serve as and must not be relied on by any investor as a guarantee,
an assurance, a prediction, or a definitive statement of fact or probability. Actual events and circumstances are difficult or
impossible to predict and will differ from assumptions. Many actual events and circumstances are beyond the control of Lexasure,
Pubco and CEMAC. These forward-looking statements are subject to a number of risks and uncertainties, including the occurrence of
any event, change or other circumstances that could give rise to the termination of the proposed business combination; the outcome
of any legal proceedings that may be instituted against Lexasure, Pubco or CEMAC or others following the announcement of the
proposed business combination; the inability to complete the proposed business combination due to the failure to obtain approval of
the shareholders of Lexasure or CEMAC or to satisfy other conditions to closing; changes to the proposed structure of the proposed
business combination that may be required or appropriate as a result of applicable laws or regulations or as a condition to
obtaining regulatory approval of the proposed business combination; the ability to meet stock exchange listing standards following
the consummation of the proposed business combination; the risk that the proposed business combination disrupts current plans and
operations of Lexasure as a result of the announcement and consummation of the proposed business combination; the ability to
recognize the anticipated benefits of the proposed business combination, which may be affected by, among other things, competition
and the ability of the combined company to grow and manage growth profitably, maintain relationships with customers and retain its
management and key employees; costs related to the proposed business combination; changes in applicable laws or regulations;
Lexasure’s estimates of expenses and profitability and underlying assumptions with respect to shareholder redemptions and
purchase price and other adjustments; any downturn or volatility in economic conditions; the effects of COVID-19 or other epidemics;
changes in the competitive environment affecting Lexasure or its customers, including Lexasure’s inability to introduce new
products or technologies; the impact of pricing pressure and erosion; supply chain risks; risks to Lexasure’s ability to
protect its intellectual property and avoid infringement by others, or claims of infringement against Lexasure; the possibility that
Lexasure, Pubco or CEMAC may be adversely affected by other economic, business and/or competitive factors; Lexasure’s
estimates of its financial performance; risks related to the fact that each of Lexasure and Pubco is incorporated in the Cayman
Islands and governed by Cayman Islands law; and those factors discussed in CEMAC’s final prospectus dated November 30, 2021,
and Quarterly Report on Form 10-Q for the quarter ended September 30, 2022, in each case, under the heading “Risk
Factors,” and other documents of CEMAC or Pubco filed, or to be filed, with the SEC. If any of these risks materialize or our
assumptions prove incorrect, actual results could differ materially from the results implied by these forward-looking statements.
There may be additional risks that none of Lexasure, Pubco or CEMAC presently knows or that Lexasure, Pubco and CEMAC currently
believe are immaterial that could also cause actual results to differ from those contained in the forward-looking statements. In
addition, forward-looking statements reflect Lexasure’s, Pubco’s and CEMAC’s expectations, plans, or forecasts of
future events and views as of the date of this press release. Lexasure, Pubco and CEMAC anticipate that subsequent events and
developments will cause Lexasure’s, Pubco’s and CEMAC’s assessments to change. However, while Lexasure, Pubco and
CEMAC may elect to update these forward-looking statements at some point in the future, Lexasure, Pubco and CEMAC specifically
disclaim any obligation to do so. These forward-looking statements should not be relied upon as representing Lexasure’s,
Pubco’s and CEMAC’s assessments as of any date after the date of this press release. Accordingly, undue reliance should
not be placed upon the forward-looking statements.
No Offer or Solicitation
This press release does not constitute
an offer to sell or the solicitation of an offer to buy any securities or a solicitation of any vote or approval, nor shall there be
any sale of securities in any jurisdiction in which such offer, solicitation, or sale would be unlawful prior to registration or
qualification under the securities laws of any such jurisdiction.
Participants in Solicitation
CEMAC, Lexasure, Pubco and certain of their
respective directors, executive officers, and other members of management and employees may, under SEC rules, be deemed to be participants
in the solicitations of proxies from CEMAC’s shareholders in connection with the proposed business combination. Information regarding
the persons who may, under SEC rules, be deemed participants in the solicitation of CEMAC’s shareholders in connection with the
proposed business combination will be set forth in CEMAC’s proxy statement/prospectus when it is filed with the SEC. You can find
more information about CEMAC’s directors and executive officers in CEMAC’s final prospectus dated November 30, 2021. Additional
information regarding the participants in the proxy solicitation and a description of their direct and indirect interests will be included
in the proxy statement/prospectus when it becomes available. Shareholders, potential investors, and other interested persons should read
the proxy statement / prospectus carefully when it becomes available before making any voting or investment decisions. You may obtain
free copies of these documents from the sources indicated above.
Investor and Media Contacts:
Crocker Coulson, CEO, AUM Media
+1 (646) 652-7185
crocker.coulson@aummedia.org
Cody Slach
+1 (949) 574-3860
CMCA@gatewayir.com
1 Source: Asian Development
Bank
Capitalworks Emerging Ma... (NASDAQ:CMCA)
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