Acri Capital Acquisition signs business combination agreement with Foxx

Acri Capital Acquisition and Foxx Development, a Texas based consumer electronics and integrated Internet-of-Things solution company, have entered into a definitive business combination agreement pursuant to which a newly established subsidiary of Acri will become a publicly listed company combining Acri and Foxx upon the closing of the transaction contemplated therein. Upon closing, the combined company expects to list its common stock on Nasdaq. Foxx currently sells a range of products including mobile phones, tablets and other consumer electronics devices throughout the U.S. The merger consideration is $50M payable by newly-issued common stock of the combined company valued at $10.00 per share. Additional up to 4,200,000 shares of common stock may be issued to Foxx Stockholders upon achievement of certain financial performance milestones of the combined company for the fiscal years ending June 30, 2024 and June 30, 2025. Following the closing, the Acri stockholders will have approximately 51.98% equity interest in the combined company and the Foxx Stockholders will have approximately 48.02% equity interest in the xombined xompany assuming there is no transaction financing in connection with the Proposed Transaction. If, however, there is a maximum redemption of existing public shareholders of Acri, the Acri shareholders will have approximately 30.13% equity interest in the combined company and the Foxx Stockholders will have approximately 69.87% equity interest in the combined company. The proposed transaction is expected to be completed in Q2 2024.