MIAMI, March 4, 2024 (GLOBE NEWSWIRE) — Vision Sensing Acquisition Corp. (NASDAQ: VSACU, VSAC, VSACW) (“companyVision Sensing, LLC, a special acquisition purpose company, today announced that its sponsor, Vision Sensing, LLC, deposited $60,000 into the Company's trust account on March 1, 2024. This is the amount we must pay to extend the deadline. The Company must consummate its initial business combination between March 3, 2024 and April 3, 2024 (“expansion”). The Company issued to the Sponsor, in consideration for the financing, an interest-free, unsecured promissory note in the principal amount of $60,000, which was recently amended and restated on October 25, 2023. This is the fifth of up to six one-month extensions available to us under our Articles of Incorporation.
This extension allows us to conduct our first business combination (“business combination”) South Korean company Mediforum Co. Ltd. (“mediforum”), pursuant to the Merger Agreement dated January 12, 2024, as amended and/or amended from time to time.merger agreement”).
About Mediforum
Founded in 2015, Mediforum Co., Ltd. is a leading Korean biotechnology company headquartered in Seoul, South Korea and led by a management team with a deep understanding of the biotechnology industry and a proven track record. Mediforum's mission is to improve the quality of life for people facing conditions such as Alzheimer's disease (AD) and neuropathic pain. Our flagship product, PM012, with a diverse portfolio including nootropics and health functional foods, is currently in Phase 2b trials for Alzheimer's disease (AD), and will subsequently undergo Phase 2b trials in South Korea and the United States. A three-phase trial is planned. We are also considering indications for PM012. For the treatment of Parkinson's disease (PD) and stroke. MF018, a non-narcotic therapy, is in Phase 2 for chemotherapy-induced peripheral neuropathy (CIPN), with Phase 3 trials planned. Its versatility extends to diabetic peripheral neuropathy (DPN). Mediforum is poised to list on Nasdaq and become the first Korean biotech company on this global platform, reinforcing its commitment to technology, innovation and innovative healthcare solutions. For more information, please visit http://gmediforum.com/us.
Norwich Capital Limited and American General Business Association & SME Overseas IPO Capital Group are acting as lead advisors and co-advisors to Mediforum, Loeb & Loeb LLP is serving as Mediforum's U.S. legal advisor, and Next Law LLP is serving as its Korean legal advisor. Advisor to Mediforum.
About Vision Sensing Acquisition Corp.
Vision Sensing Acquisition Co., Ltd. (“VSAC”) is a special purpose acquisition company (“SPAC”) was founded to focus on acquiring private technology companies.
EF Hutton, a division of Benchmark Investments, LLC, is serving as capital markets advisor to VSAC, and ARC Group Limited is serving as financial advisor to VSAC.
Forward-looking statements
This press release contains certain oral statements from representatives of VSAC, Mediforum, and their respective affiliates and contains “forward-looking statements” within the meaning of the “safe harbor” provisions of Private Securities Litigation. may occur. Reform Act 1995. VSAC and Mediforum's actual results may differ from its expectations, estimates and projections, and these forward-looking statements should not be relied upon as predictions of future events. “expect”, “estimate”, “plan”, “budget”, “predict”, “anticipate”, “intend”, “project”, “may”, “will” Words such as “could,” “should,” “believe,” “anticipate,” “could,” “might,” “continue,” and similar expressions mean that It is intended to identify such forward-looking statements. These forward-looking statements include VSAC's and Mediforum's expectations regarding the future performance and expected financial effects of the business combination, the satisfaction of the conditions to consummation of the business combination and the timing of consummation of the business combination, which but not limited to. These forward-looking statements involve significant risks and uncertainties that could cause actual results to differ materially from anticipated results. Most of these factors are outside of VSAC's or Mediforum's control and are difficult to predict. Factors that could cause such differences include, but are not limited to: (1) The occurrence of events, changes, or other circumstances that may cause termination of the merger agreement in connection with the proposed business combination; (2) the outcome of any legal proceedings that may be brought against VSAC or Mediforum following the announcement of the Merger Agreement and the transactions contemplated therein; (3) the inability to consummate the business combination, including the inability to obtain the approval of VSAC's stockholders or other conditions to enter into the merger agreement; (4) delays in obtaining, or inability to obtain, regulatory approvals (including approvals from insurance regulators) necessary to complete the transactions contemplated by the Merger Agreement; (5) the occurrence of events, changes, or other circumstances that may cause the merger agreement to be terminated or that may cause the transaction not to be consummated; (6) the inability to acquire or maintain the acquired company's common stock on the Nasdaq market after the business combination; (7) the risk that the business combination will disrupt current plans and operations as a result of the announcement and consummation of the business combination; (8) the ability to recognize anticipated benefits from the business combination; This may be affected by, among other things, competition, the combined company's ability to grow profitably, manage growth and retain key employees. (9) Costs related to business combinations. (10) CHANGES IN APPLICABLE LAWS OR REGULATIONS; (11) the possibility that Mediforum or the combined company will be adversely affected by other economic, business and/or competitive factors; (12) other risks and uncertainties identified in the Form S-4 or Form F-4 (if available) filed by VSAC in connection with the Business Combination (see “Risk Factors” therein); Securities and Exchange Commission (“SEC”) established by VSAC and Mediforum (including those identified in the filings) and other filings. VSAC and Mediforum caution that the foregoing list of factors is not exclusive. VSAC and Mediforum caution readers not to place undue reliance on forward-looking statements, which speak only as of the date made. Neither VSAC nor Mediforum undertakes any obligation or undertaking to update or revise any forward-looking statements publicly to reflect changes in expectations or changes in events, conditions or circumstances on which such statements are based. It is not something to bear or accept. Applicable Law. The information contained in the websites referenced herein is not part of, and shall not be deemed to be part of or incorporated into, this press release.
Additional information and where to find it
In connection with the proposed transaction, VSAC and Mediforum intend to file a registration statement on Form F-4 or S-4 with the SEC, which will include: It will include power of attorney documents to be distributed. proxy for voting by his VSAC stockholders in connection with the proposed transaction and other matters described in the registration statement, and the prospectus with respect to Mediforum's securities to be issued in connection with the proposed transaction; VSAC's stockholders and other interested parties are advised that in connection with VSAC's solicitation of proxies for the special meeting, the preliminary proxy statement/prospectus and any amendments thereto and the definitive proxy statement/prospectus will be made available to VSAC's stockholders and other interested parties. I recommend reading it when you can. These documents contain important information about VSAC, Mediforum and the proposed transaction and are therefore required to approve the proposed transaction, among other things. After the registration statement is filed and declared effective, VSAC will mail a definitive proxy statement and other related documents to stockholders as of the record date established for voting on the proposed transaction. Masu. Stockholders may also receive, free of charge, copies of the preliminary and definitive proxy statement/prospectus included in the registration statement and other documents filed with the SEC relating to the proposed transaction and other documents filed with the SEC. You can also get it. Visit her SEC website at www.sec.gov.
Recruited participants
VSAC, Mediforum and their respective directors, executive officers, other management and employees will be deemed participants in the solicitation of proxies from VSAC's stockholders in connection with the proposed transaction under SEC rules . Under SEC rules, information regarding the persons who will be considered participants in VSAC's solicitation of stockholders in connection with the proposed transaction will be included in the proxy statement/prospectus included in the registration statement filed with the SEC. proposed transaction. Further information regarding VSAC's directors and executive officers can be found in VSAC's final prospectus in connection with the initial public offering. Additional information regarding the participants in the proxy solicitation and a description of their direct and indirect interests will be included in the proxy statement/prospectus when it becomes available. Shareholders, potential investors and other interested parties should read the proxy statement/prospectus carefully when it becomes available before voting or making any investment decisions. Copies of these documents are available free of charge from the sources listed above.
Prohibition of offers and solicitations
This press release is not a proxy or the solicitation of a power of attorney, consent or authorization with respect to any securities or with respect to any potential transaction, and does not constitute an offer to sell or the solicitation of an offer to buy any securities of VSAC. , Mediforum or the combined company, or the solicitation of votes or approvals, or any sale of securities in any jurisdiction in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under securities laws. must not be jurisdiction. No securities may be offered except by means of a prospectus meeting the requirements of the Securities Act of 1933, as amended.
CONTACT: Contacts For Vision Sensing Acquisition Corp.: George Peter Sobek, Chairman and CEO georgesobek@hotmail.co.uk For Mediforum Co., Ltd: Chankyu Kim, Chairman and Founder kimchankyu@gmediforum.com Jae Eon Jung, CEO jejung@gmediforum.com
