2 days Ago
Toronto, Ontario--(Newsfile Corp. - April 17, 2025) - Agrinam Acquisition Corporation (TSX: AGRI.U) (" Agrinam ") is pleased to provide an update with respect to its previously announced proposed business combination (the " Business Combination ") with Blue Energy and Electricity, S.
A.P.I.
de C.V. (" Blue Energy "), a leading independent energy supplier, specializing in the provision of renewable electricity, solar panels and battery storage in Mexico.
Pursuant to the terms of a definitive business combination agreement between Agrinam and Blue Energy dated March 13, 2025 (the " Definitive Agreement "), Agrinam and Blue Energy continue to advance preparations towards the closing of the Business Combination, including working towards the filing of a preliminary non-offering prospectus with applicable Canadian securities regulators. Pursuant to the terms of the Definitive Agreement, it is the intention of the parties to complete a non-cash share exchange resulting in an estimated combined value of USD$148,156,750.00 following completion of the Business Combination, upon which Blue Energy will become a subsidiary of Agrinam, and the combined entity will continue as the resulting issuer (the " Resulting Issuer ").
The Business Combination continues to remain subject to a number of customary closing conditions, including, without limitation, filing of a final non-offering prospectus, receipt of all required regulatory approvals, and satisfaction of the applicable Toronto Stock Exchange (" TSX ") listing requirements. The Business Combination is expected to close in the second quarter of 2025, subject to the satisfaction or waiver of all such conditions. For more information on the Business Combination and the terms of the Definitive Agreement, please see Agrinam's news release dated March 14, 2025 and the Definitive Agreement filed under Agrinam's profile on SEDAR+ at www.
sedarplus.ca . About Agrinam Acquisition Corporation Agrinam Acquisition Corporation is a special purpose acquisition corporation incorporated under the laws of the Province of British Columbia for the purpose of effecting, directly or indirectly, an acquisition of one or more businesses or assets, by way of a merger, amalgamation, arrangement, share exchange, asset acquisition, share purchase, reorganization, or any other similar business combination within a specified period of time.
For more information, visit www.agrinamspac.com .
About Blue Energy Founded in 2014, Blue Energy provides power supply solutions to industrial clients in Mexico. For more information, visit www.b2e.
mx . Forward-Looking Statements Certain information contained in this press release may be forward-looking statements within the meaning of Canadian securities laws. Forward-looking statements are often, but not always identified by the use of words such as "expect", "anticipate", "believe", "foresee", "could", "estimate", "goal", "intend", "plan", "seek", "will", "may" and "should" and similar expressions or words suggesting future outcomes.
This press release includes forward-looking information and statements pertaining to, among other things, the Business Combination and Agrinam's filing of a non-offering prospectus. These forward-looking statements reflect material factors and expectations and assumptions of Agrinam and Blue Energy including, without limitation, expectations and assumptions relating to Agrinam and Blue Energy being able to receive all required regulatory and shareholder approvals and current estimates and assumptions regarding the Business Combination, current conditions and expectations, as well as other factors believed to be appropriate in the circumstances. Agrinam's and Blue Energy's estimates, beliefs and assumptions are inherently subject to uncertainties and contingencies regarding future events and as such, are subject to change.
Numerous risks and uncertainties could cause the actual events and results to differ materially from the estimates, beliefs and assumptions expressed or implied in the forward-looking statements in this press release, including, but not limited to: the conditions to the consummation of the Business Combination may not be satisfied or waived; risks relating to the failure to obtain necessary shareholder, court, and regulatory approvals for the Business Combination; the filing and/or mailing of documentation relating to the Business Combination may not be completed on a timely basis; the Business Combination may be modified, restructured or terminated; and events or series of events may cause business interruptions. There are numerous risk factors related to the Business Combination that investors should take into account, including, without limitation: the success of Blue Energy's operations would depend on the Blue Energy's ability to grow its business; changes in domestic and foreign business, market, financial, political and legal conditions; Blue Energy's financial targets may prove materially inaccurate or incorrect; the Resulting Issuer's business is likely to be subject to numerous laws, regulations and alterations in renewable energy incentives; litigation and other proceedings outcomes could adversely affect the Resulting Issuer's business; the Resulting Issuer's financial condition and operating results may be adversely affected by foreign exchange fluctuations; infrastructure and transmission limitations in Mexico could adversely affect the Resulting Issuer's business; the Resulting Issuer's ability to meet TSX or other stock exchange listing standards following the consummation of the Business Combination; the market price of the common shares of the Resulting Issuer may be highly volatile; the Business Combination may disrupt current plans and operations of Blue Energy as a result of the announcement and consummation of the Business Combination; costs related to the Business Combination; the uncertainty of the projected financial information with respect to Blue Energy; exposure to severe weather events and unpredictable climate patterns could adversely affect the Resulting Issuer's operating results; the effects of competition on the Resulting Issuer's future business; the Business Combination may not be completed within Agrinam's permitted timeline to complete a qualifying acquisition or the potential failure to obtain an extension of Agrinam's qualifying acquisition deadline if sought by Agrinam; and other factors discussed under "Risk Factors" in Agrinam's prospectus dated June 10, 2022. Readers are cautioned that the foregoing list of factors is not exhaustive.
Other risks and uncertainties not presently known to Agrinam and Blue Energy or that they presently believe are not material could also cause actual results or events to differ materially from those expressed in the forward-looking statements contained in this press release. Additional information on these and other factors that could affect events and results are included in other documents and reports that will be filed by Agrinam with applicable securities regulatory authorities and may be accessed through the SEDAR+ website (www.sedarplus.
ca). Readers are cautioned not to place undue reliance on these forward-looking statements. Agrinam disclaims any obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by law.
FOR FURTHER INFORMATION PLEASE CONTACT: Agrinam Acquisition Corporation Agustin Tristan Aldave Chief Executive Officer [email protected] To view the source version of this press release, please visit https://www.
newsfilecorp.com/release/249005.
