SYDNEY, AUSTRALIA, October 4, 2016 – Arowana Inc. (“ARWA”) (NASDAQ: ARWA, ARWAU, ARWAR, ARWAW), a public investment vehicle formed for the purpose of effecting a merger, acquisition or similar business combination, announced today that holders of record of ARWA’s ordinary shares at the close of business on October 7, 2016 (the “Record Date”) will be invited to attend ARWA’s extraordinary general meeting of shareholders to vote on, or submit a proxy to vote on, (A) a proposal to amend ARWA’s amended and restated memorandum and articles of association (the “charter”) to extend the date by which ARWA has to consummate a business combination (the “Extension”) to January 9, 2017 and (B) a proposal to amend ARWA’s charter to allow the holders of ordinary shares issued in ARWA’s initial public offering (“IPO”) to elect to convert their public shares into $10.20 per share, representing the pro rata portion of the funds held in the trust account established at the time of the IPO if the Extension is implemented. The full meeting agenda will be detailed in a definitive proxy statement to be mailed to all ARWA shareholders of record once ready. The meeting of shareholders of ARWA has been tentatively scheduled for November 3, 2016, which date is subject to change.
The purpose of the proposals to be presented at the extraordinary general meeting is to allow ARWA more time to complete an initial business combination. ARWA previously announced a proposed business combination with VivoPower International PLC (“VivoPower”) pursuant to a Contribution Agreement by and among ARWA, Arowana International Limited, an Australian company affiliated with ARWA’s officers, directors and shareholders (“AWN”), and VivoPower, an England and Wales public limited company and wholly-owned subsidiary of AWN. ARWA’s IPO prospectus and charter provide that ARWA has only until November 6, 2016 to complete a business combination. Accordingly, obtaining the Extension would provide ARWA with additional time to complete the transaction with VivoPower. Additionally, extending the date that ARWA has to consummate a business combination to the Extended Date would give ARWA time to consider taking steps necessary to pursue an alternative business combination in the event that the opportunity with VivoPower is unable to be completed for whatever reason.
Ensuring Your Vote is Counted
In advance of the Record Date, ARWA advises holders of its securities to move these securities into accounts that do not permit the lending of securities, so called cash accounts or segregated accounts, and out of accounts that permit the lending of securities, such as margin accounts. These steps are designed to ensure that votes related to ordinary shares beneficially owned by shareholders are properly counted. Beneficial owners of ordinary shares that have been lent out (either with or without the beneficial owners’ knowledge) are not permitted to vote those shares.
About Arowana Inc.
ARWA was incorporated in the Cayman Islands on October 1, 2014 as a blank check company whose objective is to acquire, through a merger, share exchange, asset acquisition, stock purchase, recapitalization, reorganization or other similar business combination, one or more businesses or entities. ARWA’s efforts to identify a prospective target business are not limited to a particular industry or geographic region of the world although it is focusing on target businesses located in the Asia Pacific region (with a particular emphasis on South East Asia and Australia) operating in the energy (including solar and alternative energy) industry, or target businesses in such industry operating outside of those geographic locations which is believed would benefit from expanding their operations to such locations.