Embrace Change Completes Merger with Tianji Tire
Deal News | Jan 27, 2025 | EIN
Embrace Change Acquisition Corp., a SPAC, has entered into a definitive merger agreement with Tianji Tire Global (Cayman) Limited, a leading tire manufacturer with operations in China. The agreement will result in Tianji becoming a publicly listed company on Nasdaq. The merger consideration is $450 million, payable in securities of the Combined Company valued at $10 per share. The transaction involves cash proceeds from Embrace Change's trust of approximately $26 million, anticipated for Tianji's growth and working capital. Tianji shareholders will retain a majority of shares and designate a majority of directors. The Tianji management team, led by CEO Hailong Cheng, will continue to run the Combined Company. The transaction, expected to complete in mid-2025, awaits shareholder approval and regulatory conditions. Legal advisors include Loeb & Loeb LLP for Embrace Change and Han Kun Law Offices LLP for Tianji.
Sectors
- Automotive Sector
- Financial Services Sector
Geography
- Cayman Islands – Tianji Tire Global (Cayman) Limited is registered in the Cayman Islands.
- China – Tianji conducts main operations in mainland China.
- United States – Embrace Change Acquisition Corp. is based in San Diego, and the merger will result in a Nasdaq listing, involving significant U.S. jurisdiction.
Industry
- Automotive Sector – Tianji Tire Global Limited operates in the Tire Manufacturing segment, providing tires for transportation, which is fundamental to the automotive sector.
- Financial Services Sector – Embrace Change is a special purpose acquisition company (SPAC), part of the financial services sector focused on facilitating mergers and investment.
Financials
- 450000000 – Value of the merger consideration, payable in newly-issued securities.
- 26,000,000 – Cash proceeds raised from Embrace Change's trust, expected to support Tianji's growth capital.
Participants
| Name | Role | Type | Description |
|---|---|---|---|
| Tianji Tire Global (Cayman) Limited | Target company | Company | Leading tire manufacturer specializing in medium-and short-distance transportation radial tires. |
| Embrace Change Acquisition Corp. | Bidding company | Company | A special purpose acquisition company (SPAC) facilitating the merger with Tianji. |
| Hailong Cheng | CEO | Person | CEO of Tianji, continuing leadership post-transaction. |
| Loeb & Loeb LLP | Legal advisor to Embrace Change | Company | |
| Beijing Dacheng Law Offices, LLP | Legal advisor to Embrace Change | Company | |
| Han Kun Law Offices LLP | Legal advisor to Tianji | Company | |
| Harney Westwood & Riegels | Legal advisor to Tianji | Company |