Broad Capital Acquisition Corp. (the “Company”) (NASDAQ: BRAC,
BRACR, BRACU), a special purpose acquisition company formed by
Broad Capital LLC, today announced that on May 10, 2024 it caused
to be deposited $60,000 (the “Extension Payment”) into the
Company’s trust account for its public stockholders,
representing $0.035 per public share, allowing the
Company to extend the period of time it has to consummate its
initial business combination to June 13, 2024 (the “Monthly
Extension”). The Monthly Extension is the fifth of the twelve
monthly extensions permitted under the Company’s Amended and
Restated Certificate of Incorporation, as amended to date.
Business Combination
On January 18, 2023, the Company entered into a
definitive Agreement and Plan of Merger and Business Combination
Agreement, as amended (the “Business Combination Agreement”), with
Openmarkets Group Pty Ltd, an Australian proprietary limited
company (“OMG”), BMYG OMG Pty Ltd, an Australian proprietary
limited company, and Broad Capital LLC, a Delaware limited
liability company, solely in its capacity as the Company’s sponsor,
pursuant to which the Company will enact its initial business
combination.
About the Company
The Company is a blank check company formed for
the purpose of effecting a merger, share exchange, asset
acquisition, share purchase, reorganization or similar business
combination with one or more businesses. The Company is led by its
Chief Executive Officer, Johann Tse.
About OMG
OMG is a leading Australian financial services
technology group serving its various client groups—fintechs, dealer
groups and private wealth advisers, traders, and stockbrokers.
Additional Information and Where to Find
It
For additional information on the proposed
business combination, see the Company’s Current Report on Form 8-K
filed with the U.S. Securities and Exchange Commission (the “SEC”)
on January 24, 2023 and its subsequent filings that reflect
amendments to the Business Combination Agreement. In connection
with the business combination, the Company has filed relevant
materials with the SEC, including a Registration Statement on Form
S-4 (including the joint proxy statement/prospectus contained
therein, as amended, the “Registration Statement”). Before making
any voting decision, the Company’s stockholders are advised to read
the Registration Statement, the amendments thereto and any
documents incorporated by reference therein, if any, filed in
connection with the proposed business combination, as these
materials will contain important information about OMG and the
Company and the proposed business combination. Promptly after any
SEC comments on the Registration Statement have been cleared, the
Company will deliver a definitive proxy statement and a proxy card
to each stockholder entitled to vote at the meeting relating to the
approval of the business combination and other proposals set forth
in the Registration Statement. The documents filed by the Company
with the SEC may be obtained free of charge at the SEC’s website at
www.sec.gov, or by directing a request to Broad Capital Acquisition
Corp., 6208 Sandpebble Ct., Dallas, TX 75254; Attn: Rita Jiang;
rita.jiang@brac-spac.com; tel. (646) 691-5047.
No Offer or Solicitation
This press release shall not constitute a
solicitation of a proxy, consent, or authorization with respect to
any securities or in respect of the proposed business combination.
This press release shall also not constitute an offer to sell or
the solicitation of an offer to buy any securities, nor shall there
be any sale of securities in any states or jurisdictions in which
such offer, solicitation, or sale would be unlawful prior to
registration or qualification under the securities laws of any such
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.
Participants in the
Solicitation
The Company, OMG, and their respective
directors, executive officers, employees and other persons may be
deemed to be participants in the solicitation of proxies from the
holders of shares of the Company’s common stock in respect of the
proposed transaction described herein. Information about the
Company’s directors and executive officers and their ownership of
the Company’s common stock is set forth in the Company’s Annual
Report on Form 10-K for the fiscal year ended December 31, 2023
(the “Form 10-K”) and the final prospectus dated January 11, 2022
(the “Prospectus”) filed with the SEC in connection with the
Company’s initial public offering, as modified or supplemented by
any Form 3 or Form 4 filed with the SEC since the date of such
filing. Other information regarding the interests of the
participants in the proxy solicitation are included in the
Registration Statement pertaining to the proposed transaction.
These documents can be obtained free of charge from the sources
indicated below.
Cautionary Statement Regarding Forward
Looking Statements
Certain statements in this press release may be
considered “forward-looking statements” within the meaning of the
“safe harbor” provisions of the Private Securities Litigation
Reform Act of 1995. Forward-looking statements can be identified by
words such as: “target,” “believe,” “expect,” “will,” “shall,”
“may,” “anticipate,” “estimate,” “would,” “positioned,” “future,”
“forecast,” “intend,” “plan,” “project” and other similar
expressions that predict or indicate future events or trends or
that are not statements of historical matters. Examples of
forward-looking statements include, among others, statements made
in this press release regarding the proposed transactions
contemplated by the Business Combination Agreement, integration
plans, expected synergies and revenue opportunities, anticipated
future financial and operating performance and results, including
estimates for growth, the expected management and governance of the
combined company and the expected timing of the business
combination. Forward-looking statements are neither historical
facts nor assurances of future performance. Instead, they are based
only on the Company and OMG managements’ current beliefs,
expectations and assumptions. Because forward-looking statements
relate to the future, they are subject to inherent uncertainties,
risks and changes in circumstances that are difficult to predict
and many of which are outside of our control. Actual results and
outcomes may differ materially from those indicated in the
forward-looking statements. Therefore, you should not rely on any
of these forward-looking statements. Important factors that could
cause actual results and outcomes to differ materially from those
indicated in the forward-looking statements include, among others,
the following: (1) the occurrence of any event that could give rise
to the termination of the Business Combination Agreement; (2) the
outcome of any legal proceedings that may be instituted against the
Company, OMG, the combined company, or others following the
announcement of the business combination; (3) the inability to
complete the business combination, including due to the failure to
obtain approval of the Company’s stockholders or to satisfy other
conditions to closing in the Business Combination Agreement; (4)
the amount of redemption requests made by the Company’s
stockholders; (5) changes to the proposed structure of the business
combination that may be required or appropriate as a result of
applicable laws; (6) the ability to meet Nasdaq listing standards
following the consummation of the business combination; (7) the
risk that the business combination disrupts current plans and
operations of OMG as a result of the announcement and consummation
of the business combination; (8) the ability to recognize the
anticipated benefits of the business combination, which may be
affected by, among other things, competition, the ability of the
combined company to grow and manage growth profitably, maintain
relationships with third parties and partners and retain its
management and key employees; (9) costs related to the business
combination; (10) changes in applicable laws or regulations; (11)
the possibility that OMG or the combined company may be adversely
affected by other economic, business, regulatory, and/or
competitive factors; (12) the availability of capital to support
future operations and OMG estimates of expenses; (13) changes in
the assumptions underlying OMG’s expectations regarding its future
business or business model; and (14) other risks and uncertainties
set forth in the Registration Statement filed with the SEC in
connection with the business combination, including those under
“Risk Factors” therein, and other documents filed or to be filed
from time to time with the SEC by the Company.
A further list and description of risks and
uncertainties can be found in the Company’s Form 10-K and in the
Registration Statement filed with the SEC by the Company in
connection with the proposed transaction, and other documents that
the parties may file or furnish with the SEC, which you are
encouraged to read. Any forward-looking statement made by us in
this press release is based only on information currently available
to the Company and OMG and speaks only as of the date on which it
is made. The Company and OMG undertake no obligation to publicly
update any forward-looking statement, whether written or oral, that
may be made from time to time, whether as a result of new
information, future developments or otherwise, except as required
by law. Forecasts and estimates regarding OMG’s industry and end
markets are based on sources the Company and OMG believe to be
reliable, however there can be no assurance these forecasts and
estimates will prove accurate in whole or in part. Annualized, pro
forma, projected and estimated numbers are used for illustrative
purposes only, are not forecasts and do not reflect actual
results.
Contact:
Broad Capital Acquisition Corp.6208 Sandpebble
Ct., Dallas, TX 75254Johann Tse, Chief Executive Officer(469)
951-3088
Broad Capital Acquisition (NASDAQ:BRAC)
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