Blue World Acquisition in an 8-K said shareholders voted overwhelmingly in favor of combining with TOYO Solar, an indirect subsidiary of Fuji Solar.
The vote was more than 3.7 million shares in favor of the deal, with just under 196,000 against.
Slightly less than 2.8 million shares were redeemed ahead of the vote, removing more than two-thirds of the remaining cash in the SPAC’s trust.
TOYO focuses on solar photovoltaic products in Southeast Asia. The company plans to invest $350 million in a cell factory in Phu Tho Province, Vietnam.
Terms call for the SPAC to issue 7,923,658 ordinary shares, 5,005,672 warrants and 5,005,672 shares issuable upon the exercise of TOYO warrants.
Blue World raised $92 million in a February 2022 IPO, although redemptions since then had left it with about $41 million in trust going into the merger vote. The SPAC last month announced a $6 million PIPE to support the TOYO deal.
Additional deal terms include an earnout escrow of 13 million shares. If TOYO posts a net profit of at least $41 million by December 2024, the shares in escrow would vest and be released to Fuji Solar.
