Keyarch Acquisition Corporation (Nasdaq: KYCH), a Cayman Islands
exempted company (“Keyarch”), and ZOOZ Power Ltd. (TASE: ZOOZ), a
limited liability company organized under the laws of the State of
Israel (“ZOOZ” or the “Company”) and a leading provider of
flywheel-based power boosting solutions for the EV charging
infrastructure market, today jointly announced the consummation of
their previously disclosed business combination (the “Business
Combination”). The Business Combination and related proposals were
approved by Keyarch shareholders in its shareholders’ meeting held
on March 27, 2024 and by ZOOZ shareholders in its shareholders’
meetings held on March 21, 2024 and March 27, 2024.
Following the consummation of the Business Combination, ZOOZ
becomes dual-listed for trading on the Nasdaq and on the Tel-Aviv
Stock Exchange. ZOOZ’s ordinary shares and public warrants will
begin trading on Nasdaq under the ticker symbols “ZOOZ” and
“ZOOZW,” respectively, on April 5, 2024. ZOOZ’s Executive Chairman,
Avi Cohen and ZOOZ’s CEO, Boaz Weizer, will continue to lead the
Company, and Keyarch’s chairman of the board of directors, Fang
Zheng, will join the combined Company’s board of directors.
As previously disclosed, in connection with the closing of the
Business Combination, Keyarch entered into subscription agreements
with certain accredited investors for a $13 million PIPE investment
into the combined Company, and this funding was consummated
together with the closing of the Business Combination.
Avi Cohen, ZOOZ’s Executive Chairman, said, “We are delighted to
complete this merger. This is an important milestone for ZOOZ. As
we are accelerating our growth, leveraging our innovative solutions
to the growing demand of ultra-fast charging infrastructure for
EVs, being traded on Nasdaq is essential to enable our growth plans
and to position ZOOZ as a market leader. I look forward to working
closely with Mr. Fang Zheng, Chairman of Keyarch as a board member
of ZOOZ.”
Mr. Zheng said, "We appreciate the great efforts
of all of our partners to complete the business combination of ZOOZ
and Keyarch today. It will be a new journey from now on. I look
forward to working with the management team of ZOOZ to continue to
grow the company into a major player in the EV charging
industry."
Additional information regarding the closing of the Business
Combination will be included in a current report on Form 8-K to be
filed by Keyarch with the Securities and Exchange Commission.
About Keyarch Acquisition Corporation
Keyarch is a blank check company formed for the purpose of
entering into a merger, share exchange, asset acquisition, share
purchase, reorganization or other similar business combination with
one or more businesses or entities.
About ZOOZ Power Ltd.
ZOOZ is committed to accelerating the electrical vehicles
revolution and supporting the mass adoption of electric vehicles
(“EVs”) around the world, by enabling and empowering a widespread
deployment of ultra-fast charging infrastructure.
ZOOZ’s power-boosting products and solutions are built with
longevity and the environment in mind, helping ZOOZ’s customers to
overcome, sustainably and economically, the limitations of the
existing electricity grid. By that, ZOOZ aims to help its customers
and partners in building, faster and everywhere, a robust,
long-lasting, and cost-effective EV ultra-fast charging
infrastructure.
ZOOZ develops, produces, markets and sells energy storage
systems based on storing kinetic energy in flywheels for ultra-fast
charging of EVs. ZOOZ has developed proprietary flywheel technology
for storing kinetic energy and as of the date of this proxy
statement/prospectus, has introduced two generations of Kinetic
Storage Systems – the KPB50, which was ZOOZ’s first-generation
product and was introduced in 2018 as proof-of-concept and for
market introduction, and the ZOOZTER™-100, ZOOZ’s second-generation
product, which was introduced in 2022 and is geared towards
high-volume production and deployment.
Use of ZOOZ’s technology enables a power booster which is both
reliable and delivers high quality repeatable performance over
time, for hundreds of thousands of charge-discharge cycles. This is
in contrast with the chemical battery-based solution, the use of
which is limited to hundreds or just a few thousands of cycles, as
further detailed below.
For more information, please visit: www.zoozpower.com/
Advisors
Ellenoff Grossman & Schole LLP acted as U.S. legal advisor
to Keyarch. Goldfarb Gross Seligman & Co. acted as Israel legal
advisor to Keyarch. Walkers (Hong Kong) acted as Cayman Islands
legal advisor to Keyarch. EarlyBirdCapital, Inc. acted as financial
advisor to Keyarch. Lowenstein Sandler LLP acted as U.S. legal
advisor to ZOOZ. Shibolet & Co. acted as Israel legal advisor
to ZOOZ. Maples Group acted as Cayman Islands legal advisor to
ZOOZ.
Forward Looking Statements
Certain statements in this press release (this “Press Release”)
may be considered “forward-looking statements” within the meaning
of federal securities laws. Forward-looking statements generally
relate to future events or the future financial or operating
performance of ZOOZ. Forward-looking statements include statements
concerning plans, objectives, goals, strategies, future events or
performance, and underlying assumptions and other statements that
are other than statements of historical facts. In some cases, you
can identify forward-looking statements by terminology such as
“may”, “should”, “expect”, “intend”, “will”, “estimate”,
“anticipate”, “believe”, “predict”, “potential”, “forecast”,
“plan”, “seek”, “future”, “propose” or “continue”, or the negatives
of these terms or variations of them or similar terminology. Such
forward-looking statements are subject to risks, uncertainties, and
other factors which could cause actual results to differ materially
from those expressed or implied by such forward-looking
statements.
These forward-looking statements and factors that may cause
actual results to differ materially from current expectations
include, but are not limited to: the future financial performance
of ZOOZ; the growing global market demand EV charging
infrastructure; ZOOZ’s liquidity requirements and capital
resources; the outcome of any legal proceedings or government or
regulatory action on inquiry that may be instituted against
Keyarch, ZOOZ or others following the closing of the Business
Combination; the ability to meet stock exchange listing standards
following the consummation of the Business Combination; the effect
of the Business Combination on ZOOZ’s business relationships,
operating results, current plans and operations; the ability to
recognize the anticipated benefits of the Business Combination,
which may be affected by, among other things, competition and the
ability of ZOOZ to grow and manage growth profitably; the
possibility that ZOOZ may be adversely affected by other economic,
business, political and/or competitive factors in the countries in
which ZOOZ operates, including Israel; the effect of the evolving
nature of the recent war in Gaza; ZOOZ’s estimates of expenses and
profitability; expectations with respect to future operating and
financial performance and growth; ZOOZ’s ability to execute on its
business plans and strategy; and those risks and uncertainties
discussed in the Registration Statement Form F-4 (as amended) filed
by ZOOZ, and its definitive proxy statement/prospectus filed by
Keyarch, with the Securities and Exchange Commission under the
heading “Risk Factors” and the other documents filed, or to be
filed, by ZOOZ with the SEC.
Other unknown or unpredictable factors also could have material
adverse effects ZOOZ’s future results and/or could cause ZOOZ’s
actual results and financial condition to differ materially from
those indicated in the forward-looking statements. Should one or
more of the risks or uncertainties described in this Press Release
materialize or should underlying assumptions prove incorrect,
actual results and plans could differ materially from those
expressed in any forward-looking statements. New risk factors that
may affect actual results or outcomes emerge from time to time and
it is not possible to predict all such risk factors, nor can ZOOZ
assess the impact of all such risk factors on its business, or the
extent to which any factor or combination of factors may cause
actual results to differ materially from those contained in any
forward-looking statements. Forward-looking statements are not
guarantees of performance. Additional information concerning these
and other factors that may impact the operations and projections
discussed herein can be found in the reports that ZOOZ has filed
and will file from time to time with the SEC. These SEC filings are
available publicly on the SEC’s website at www.sec.gov.
Nothing in this Press Release should be regarded as a
representation by any person that the forward-looking statements
set forth herein will be achieved or that any of the contemplated
results of such forward-looking statements will be achieved. You
should not place undue reliance on forward-looking statements,
which speak only as of the date they are made. ZOOZ assumes no
obligation to update these forward-looking statements, even if new
information becomes available in the future, except as required by
applicable law.
Contacts
ZOOZ Power Ltd.Boaz
Weizer+972-86805566marketing@zoozpower.com
Keyarch Acquisition CorporationJing
Lujlu@keywisecapital.com
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