HONG KONG, April 8, 2024 /PRNewswire/ — The Singapore-headquartered subsidiary of Philippine-listed funding firm DoubleDragon Company, Hotel101 International Pte. Ltd. and associates (“HOTEL101” or “HBNB”) and JVSPAC Acquisition Company (Nasdaq: JVSA) (“JVSPAC”) introduced at this time that they’ve entered right into a definitive merger settlement. Hotel101 is a resort prop-tech operator pioneering a globally standardized, asset-light “condotel” enterprise mannequin. Upon completion of the proposed enterprise mixture transaction, the mixed entity is predicted to be publicly listed on the NASDAQ underneath the ticker image “HBNB.”
Hotel101 is predicted to have an fairness worth of over US$2.3 billion following completion of the transaction, which is predicted to shut throughout the second half of 2024 topic to regulatory and shareholder approvals and different customary closing circumstances.
Administration believes that Hotel101 is a worldwide “one room” resort chain poised to disrupt the tourism trade by providing similar, standardized resort rooms around the globe, creating what administration believes to be unbeatable effectivity, simplicity, and worth. Administration believes Hotel101s are environment friendly to construct, keep, and function – in addition to to scale and increase via direct growth, three way partnership partnerships, and licensing.
Administration believes that the Hotel101 platform is not like something out there in any a part of the world at this time: whereas it’s much like different short-term rental platforms as a result of its stock is usually owned by third-party particular person condominium unit homeowners who can decide to record their unit on the Hotel101 platform, it is ready to ship consistency, safety, and predictability for its visitors, in addition to arguably greater acceptance within the communities the place it operates as all Hotel101 properties are purposely constructed as hospitality property. The worldwide alternative that administration sees within the hospitality house is that of standardization, which administration believes brings unbeatable effectivity, particularly for the worth phase. As well as, Hotel101’s proprietary app adopts dynamic pricing for its room charges and is deliberate to supply self-check in, simplified by the provision of only one sort of room.
Hannah Yulo-Luccini, CEO of Hotel101, stated: “Hotel101’s asset-light enterprise mannequin permits us to generate revenues twice: first from the pre-selling of strata-titled particular person resort models throughout the development section; and second, from the long-term recurring income derived from day-to-day resort operations following completion of the models. Constructing on the success of our enterprise mannequin in the Philippines – the place we’ve a number of working properties and a quantity underneath growth – and our ongoing worldwide growth to Japan, Spain, and the U.S., we imagine {that a} NASDAQ itemizing will present Hotel101 with entry to public capital markets and assist speed up our international growth plans.”
Edgar “Injap” Sia II, Chairman and CEO of DoubleDragon Company and Founding father of Hotel101, stated: “With its distinctive and novel idea, we imagine Hotel101 has important potential to efficiently increase globally. We count on this to have a community impact that can additional elevate the model and profit all stakeholders inside its ecosystem. The standardization of a Hotel101 room globally signifies that a buyer is aware of precisely what to anticipate wherever they might be on the earth. Administration additionally expects this formulation to lead to creating sustained worth for customers globally.”
Albert Wong, Chairman, JVSPAC Acquisition Company, stated: “At present marks a big milestone in direction of the profitable completion of the enterprise mixture between JVSPAC and Hotel101. We sought out a companion that aligns with our imaginative and prescient and are assured that this merger will place us for long-term success. We’re happy to work with Hotel101 and imagine its distinctive enterprise mannequin and the observe document of its founders will likely be a disruptive power within the hospitality trade. We’re honored to be a part of their journey and be those introducing their enterprise to the general public capital markets.”
By constructing properties at scale – what administration believes to be roughly 5 occasions the dimensions of different branded 3-star resort chains – Hotel101 can supply its visitors facilities that go properly past what administration believes to be the everyday providing within the worth phase. These facilities often embody in-room kitchenettes, swimming pools, gyms, enterprise facilities, all-day eating, perform rooms, 24/7 entrance desks, and kids’s playgrounds – options that different mid-tier gamers don’t usually present.
Exterior of the Philippines, Hotel101 has damaged floor in Madrid, Spain to assemble a 680-room property situated within the Valdebebas space beside the IFEMA Conference Complicated, the Actual Madrid Complicated and the upcoming new F1 Grand Prix Monitor. One other 482-room property, Hotel101-Niseko, is underneath development in Hokkaido, Japan; and a website has been secured in Los Angeles, California to construct the primary Hotel101 within the U.S.
Hotel101’s long run imaginative and prescient is to have a million rooms, working in over 100 nations worldwide. As a primary step, Hotel101 has recognized the primary 25 precedence nations for growth: the Philippines, Japan, Spain, the U.S., United Kingdom, the U.A.E., India, China, Thailand, Malaysia, Vietnam, Indonesia, Singapore, Cambodia, Bangladesh, Mexico, South Korea, Australia, Canada, Switzerland, Turkey, Italy, Germany, France, and Saudi Arabia.
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About DoubleDragon Company
DoubleDragon Company at present has complete property of about US$3 billion, with a portfolio that spans over a million sq. meters of gross ground space principally from provincial neighborhood malls, a string of workplace buildings, a series of business warehouse complexes and its chain of accommodations.
DoubleDragon Company has been listed on the Philippine Inventory Change since 2014 and is managed by two entities that personal a mixed 70% majority stake: Injap Investments Inc., which is a non-public household holding firm led by Filipino Entrepreneur Edgar “Injap” Sia II, who can be the Chairman of MerryMart Client Corp, and Founding father of Mang Inasal, one of many largest QSR quick meals chains in the Philippines which is now underneath Jollibee Meals Corp.; and Honeystar Holdings Corp., which is a non-public household holding firm led by Filipino Entrepreneur Tony Tan Caktiong, who can be the Chairman and Founding father of the worldwide QSR quick meals chain Jollibee Meals Corp. Jollibee is the most important quick meals QSR firm in the Philippines and one of many largest globally via its portfolio of meals manufacturers with over 6,000 branches worldwide. Jollibee Meals Corp. at present has a market capitalization of over US$4.6 billion.
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About JVSPAC Acquisition Company
JVSPAC Acquisition Company is a clean test firm included for the aim of effecting a enterprise mixture (Particular Objective Acquisition Firm). Listed on the Nasdaq, JVSPAC is led by Chairman and CEO Mr. Albert Wong. Mr. Wong has over twenty years of expertise in administration, funding, advertising and marketing and capital markets with a concentrate on capital elevating, particular scenario advisory, portfolio and challenge administration, and execution. Since 2010, Mr. Wong has been the CEO and Director of Kingsway Group Holdings, a distribution conglomerate with luxurious merchandise starting from yachts, automotive and status way of life options. Kingsway is the only distributor of Lamborghini in Hong Kong, Macau and Guangzhou. Kingsway can be the only distributor of Koenigsegg Automotive, Rimac Automobili and Bugatti Cars for China (together with Hong Kong and Macau). As well as, Kingsway works with Tesla Inc within the aftersales servicing enterprise. Mr. Wong can be co-founder of JVSakk Group and has been its Government Director since 2010. JVSakk is a Hong Kong-based monetary agency offering providers in securities brokerage, asset, and fund administration. They’re additionally a licensed insurance coverage dealer and actual property company in Hong Kong. Mr. Wong is answerable for overseeing development, technique, and funding choices, and as of the tip of 2022, JVSakk has roughly HK$6 billion in property underneath administration. Since 2014, Mr. Wong has been a member of the Advisory and Working Committee of Isola Capital Group, an asset administration and household workplace platform servicing shareholders and buyers to entry proprietary funding alternatives and asset administration options.
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Study extra at: www.hotel101global.com
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Advisors
Merdeka Company Finance Restricted is serving as monetary advisor and Milbank (Hong Kong) LLP is serving as authorized counsel to Hotel101 International Pte. Ltd. Loeb & Loeb LLP is serving as U.S. authorized advisor to JVSPAC Acquisition Company and DaHui Legal professionals is serving as transaction counsel to JVSPAC Acquisition Company.
Extra details about the proposed transaction, together with a duplicate of the enterprise mixture settlement, will likely be out there on a Present Report on Kind 8-Ok, to be filed by JVSPAC Acquisition Company with the Securities and Change Fee (“SEC”) and out there at www.sec.gov. In reference to the proposed transaction, JVSPAC and PubCo intend to collectively file the Registration Assertion, which can embody a proxy assertion and a prospectus, with the SEC.
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Ahead Wanting Statements
This press launch contains “forward-looking statements” which can be recognized by way of phrases comparable to “estimate,” “plan,” “challenge,” “forecast,” “intend,” “will,” “count on,” “anticipate,” “imagine,” “search,” “goal” or different comparable expressions that predict or point out future occasions or traits or that aren’t statements of historic issues. These forward-looking statements embody, however usually are not restricted to, statements relating to projections, estimates and forecasts of income and different monetary and efficiency metrics, projections of market alternative and expectations, the estimated fairness worth of the mixed firm, Hotel101’s potential to scale and develop its enterprise, the benefits and anticipated development of the mixed firm, the mixed firm’s potential to supply and retain expertise, the money place of the mixed firm following closing of the Transaction, JVSPAC’s and Hotel101’s potential to consummate the Transaction, and expectations associated to the phrases and timing of the Transaction, as relevant. These statements are primarily based on varied assumptions, whether or not or not recognized on this press launch, and on the present expectations of JVSPAC’s and Hotel101’s administration and usually are not predictions of precise efficiency.
These forward-looking statements are offered for illustrative functions solely and usually are not meant to serve, and should not be relied on by any investor, as a assure, an assurance, a prediction or a definitive assertion of truth or chance. Precise occasions and circumstances are tough or unattainable to foretell and can differ from assumptions. Many precise occasions and circumstances are past the management of JVSPAC and Hotel101. These forward-looking statements are topic to numerous dangers and uncertainties, together with the flexibility of JVSPAC and Hotel101 to efficiently or well timed consummate the proposed Transaction, together with the danger that any regulatory approvals usually are not obtained, are delayed or are topic to unanticipated circumstances that might adversely have an effect on the mixed firm or the anticipated advantages of the proposed Transaction or approval of the shareholders of JVSPAC or Hotel101; failure to comprehend the anticipated advantages of the proposed Transaction; the mixed firm’s potential to execute on its enterprise mannequin, potential enterprise growth alternatives in overseas nations and development methods, retain and increase clients’ use of its resort providers and entice new clients, and supply and keep expertise; dangers referring to the mixed firm’s sources of money and money assets; dangers referring to Hotel101’s enterprise; dangers referring to JVSPAC’s and the mixed firm’s vulnerability to safety breaches; dangers referring to the mixed firm’s potential to handle future development; the consequences of competitors on the mixed firm’s future enterprise; the quantity of redemption requests made by JVSPAC’s public shareholders; the result of any potential litigation, authorities and regulatory proceedings, investigations and inquiries involving the events to the Transaction; the influence of the COVID-19 pandemic on Hotel101’s or the mixed firm’s enterprise and the worldwide economic system; and people elements mentioned in JVSPAC’s closing prospectus associated to its preliminary public providing dated January 18, 2024, underneath the heading “Threat Components,” in JVSPAC’s Annual Report on Kind 10-Ok for the fiscal 12 months ended December 31, 2023 underneath the heading “Threat Components” filed with the SEC on April 1, 2024 and different paperwork filed, or to be filed, by JVSPAC with the SEC. If any of those dangers materializes or our assumptions show incorrect, precise outcomes may differ materially from the outcomes implied by these forward-looking statements. There could also be extra dangers that neither JVSPAC nor Hotel101 presently is aware of or that JVSPAC and Hotel101 at present imagine are immaterial that might additionally trigger precise outcomes to vary from these contained within the forward-looking statements. As well as, forward-looking statements mirror JVSPAC’s and Hotel101’s expectations, plans or forecasts of future occasions and views as of the date of this press launch. JVSPAC and Hotel101 anticipate that subsequent occasions and developments will trigger JVSPAC’s and Hotel101’s assessments to alter. Nevertheless, whereas JVSPAC and Hotel101 could elect to replace these forward-looking statements sooner or later sooner or later, JVSPAC and Hotel101 particularly disclaim any obligation to take action. These forward-looking statements shouldn’t be relied upon as representing JVSPAC’s and Hotel101’s assessments as of any date subsequent to the date of this press launch. Accordingly, undue reliance shouldn’t be positioned upon the forward-looking statements.
Vital Data In regards to the Proposed Transaction and The place to Discover It
The proposed Transaction will likely be submitted to shareholders of JVSPAC for his or her consideration and approval. JVSPAC and PubCo intend to collectively file a registration assertion (the “Registration Assertion”) with the SEC which can embody preliminary and definitive proxy statements to be distributed to JVSPAC’s shareholders in reference to JVSPAC’s solicitation for proxies for the vote by JVSPAC’s shareholders in reference to the proposed Transaction and different issues as described within the Registration Assertion, in addition to a prospectus referring to the supply of the securities to be issued to Hotel101’s shareholders in reference to the completion of the proposed Transaction. After the Registration Assertion is filed and declared efficient, JVSPAC will mail a definitive proxy assertion and different related paperwork to its shareholders as of the document date established for voting on the proposed Transaction. JVSPAC’s shareholders and different individuals are suggested to learn, as soon as out there, the preliminary proxy assertion/prospectus and any amendments thereto and, as soon as out there, the definitive proxy assertion/prospectus, in reference to JVSPAC’s solicitation of proxies for its particular assembly of shareholders to be held to approve, amongst different issues, the proposed Transaction, as a result of these paperwork will comprise necessary details about JVSPAC, Hotel101 and the proposed Transaction. Shareholders might also receive a duplicate of the preliminary or definitive proxy assertion, as soon as out there, in addition to different paperwork filed with the SEC relating to the proposed Transaction and different paperwork filed with the SEC by JVSPAC, with out cost, on the SEC’s web site situated at www.sec.gov or by directing a request to JVSPAC.
Individuals within the Solicitation
JVSPAC, DoubleDragon Company, Hotel101, and their respective administrators, govt officers and different members of administration and staff could, underneath SEC guidelines, be deemed to be contributors within the solicitations of proxies from JVSPAC’s shareholders in reference to the proposed Transaction. Data relating to the individuals who could, underneath SEC guidelines, be deemed contributors within the solicitation of JVSPAC’s shareholders in reference to the proposed Transaction will likely be set forth within the proxy assertion/prospectus to be filed with the SEC in reference to the Transaction. You’ll find extra details about JVSPAC’s administrators and govt officers in JVSPAC’s closing prospectus associated to its preliminary public providing dated January 18, 2024. Extra data relating to the contributors within the proxy solicitation and an outline of their direct and oblique pursuits will likely be included within the proxy assertion/prospectus when it turns into out there. Shareholders, potential buyers and different individuals ought to learn the proxy assertion/prospectus fastidiously when it turns into out there earlier than making any voting or funding choices. You might receive free copies of those paperwork from the sources indicated above.
No Provide or Solicitation
This press launch doesn’t represent a suggestion to promote or the solicitation of a suggestion to purchase any securities, or a solicitation of any vote or approval, nor shall there be any sale of securities in any jurisdiction through which such supply, solicitation or sale can be illegal previous to registration or qualification underneath the securities legal guidelines of any such jurisdiction.
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