Veea Inc. Completes Asset Acquisition, Board Changes

TL;DR

Veea Inc. just bought assets from 06 Technology, and the board is shaking up. Big moves ahead?

AI Summary

Veea Inc. announced the completion of its acquisition of certain assets from 06 Technology on September 13, 2024. This transaction involved the transfer of intellectual property and other assets related to 06 Technology's business. The filing also details changes in Veea Inc.'s board of directors and executive compensation arrangements.

Why It Matters

This acquisition could significantly expand Veea Inc.'s technological capabilities and market reach. The changes in leadership and compensation may signal a new strategic direction for the company.

Risk Assessment

Risk Level: medium — The acquisition and associated executive changes introduce potential integration challenges and strategic uncertainties.

Key Players & Entities

• Veea Inc. (company) — Acquiring company
• 06 Technology (company) — Company from which assets were acquired
• Plum Acquisition Corp. I (company) — Former company name of Veea Inc.

FAQ

Key Financial Figures

• $0.0001 — ch registered Common Stock, par value $0.0001 per share VEEA The Nasdaq Stock Mar
• $11 — one share of Common Stock at a price of $11.50, subject to adjustment VEEAW The
• $180,000,000 — on a pre-money equity value of Veea of $180,000,000, plus the aggregate exercise prices of
• $10.00 — sted convertible securities, divided by $10.00. 1 Pursuant to the Business Combinati
• $5.00 — mmon Stock at the Closing at a price of $5.00 per share of Common Stock, which shares
• $12.50 — mmon Stock is greater than or equal tox $12.50 per share for any twenty trading days w
• $15.00 — ommon Stock is greater than or equal to $15.00 per share for any twenty trading days w
• $5 — romissory and other notes at a price of $5 per share and a waiver of the net tangi
• $4.0 million — Closing the parties will raise at least $4.0 million in additional financing, comprised of a
• $2.0 million — tional financing, comprised of at least $2.0 million that will be available to the combined
• $250,000 — standing principal balance in excess of $250,000 will be converted into Class A Common S
• $2.5 million — e extent certain of its expenses exceed $2.5 million or it incurs certain other expenses; an
• $15,739,897 — e Closing, notes having an aggregate of $15,739,897 in principal and accrued interest were
• $1,749,723 — vice providers to defer an aggregate of $1,749,723 of accrued fees to periods ranging from

Filing Documents

• ea0214727-8k_veeainc.htm (8-K) — 271KB
• ea021472701ex3-1_veea.htm (EX-3.1) — 63KB
• ea021472701ex3-2_veea.htm (EX-3.2) — 160KB
• ea021472701ex10-8_veea.htm (EX-10.8) — 51KB
• ea021472701ex10-9_veea.htm (EX-10.9) — 119KB
• ea021472701ex10-10_veea.htm (EX-10.10) — 50KB
• ea021472701ex10-11_veea.htm (EX-10.11) — 88KB
• ea021472701ex10-12_veea.htm (EX-10.12) — 20KB
• ea021472701ex10-13_veea.htm (EX-10.13) — 55KB
• ea021472701ex10-14_veea.htm (EX-10.14) — 151KB
• ea021472701ex10-15_veea.htm (EX-10.15) — 39KB
• ea021472701ex16-1_veea.htm (EX-16.1) — 3KB
• ea021472701ex99-1_veea.htm (EX-99.1) — 18KB
• ea021472701ex99-2_veea.htm (EX-99.2) — 13KB
• ea021472701ex99-3_veea.htm (EX-99.3) — 593KB
• ea021472701ex99-4_veea.htm (EX-99.4) — 290KB
• 0001213900-24-081217.txt ( ) — 2556KB
• veea-20240913.xsd (EX-101.SCH) — 4KB
• veea-20240913_def.xml (EX-101.DEF) — 26KB
• veea-20240913_lab.xml (EX-101.LAB) — 36KB
• veea-20240913_pre.xml (EX-101.PRE) — 25KB
• ea0214727-8k_veeainc_htm.xml (XML) — 6KB

01 Entry into a Material Definitive

Item 1.01 Entry into a Material Definitive Agreement. Closing Agreement On September 13, 2024, in connection with the consummation of the Business Combination, Plum, Veea, the Merger Sub and the Sponsor entered into a Closing Agreement, pursuant to which, among other things, the parties (i) agreed to waive certain closing conditions contemplated under the Business Combination Agreement, (ii) agreed that the Company shall assume certain unpaid liabilities of Plum incurred during certain transactions prior to the consummation of the Business Combination, and (iii) agreed that holders of certain demand, bridge and promissory notes shall convert the outstanding obligations into Common Stock prior to the Closing. The foregoing description of the Closing Agreement is not complete and is qualified in its entirety by reference to the text of such document, which is filed as Exhibit 10.8 hereto and incorporated herein by reference. Registration Rights Agreement On September 13, 2024, in connection with the consummation of the Business Combination, Plum, Veea, the Sponsor and certain other holders of Common Stock (the " Company Holders") and certain of their respective affiliates, as applicable, and the other parties thereto, enter into an Amended and Restated Registration Rights Agreement (the "Registration Rights Agreement"), pursuant to which, among other things, the Company agreed to register for resale, pursuant to Rule 415 under the Securities Act of 1933, as amended (the "Securities Act"), certain shares of the Common Stock and other equity securities of the Company that are held by the parties thereto from time to time, and the Sponsor, the Company Holders and the other parties thereto were granted certain registration rights, on the terms and subject to the conditions therein. The Sponsor and such holders were granted certain customary registration rights, demand rights and piggyback rights with respect to their respective shares of the Common Stock . The

01 Completion of Acquisition or Disposition

Item 2.01 Completion of Acquisition or Disposition of Assets. The disclosure set forth in the "Introductory Note" above is incorporated into this Item 2.01 by reference. 5 FORM 10 INFORMATION

01(f) of Form 8-K provides

Item 2.01(f) of Form 8-K provides that if the predecessor registrant was a "shell company" (as such term is defined in Rule 12b-2 under the Securities Exchange Act of 1934, as amended (the "Exchange Act")), as Plum was immediately before the Transactions, then the registrant must disclose the information that would be required if the registrant were filing a general form for registration of securities on Form 10. Accordingly, the Company is providing the information below that would be included in a Form 10 if it were to file a Form 10. Please note that the information provided below relates to the Company after the consummation of the Transactions, unless otherwise specifically indicated or the context otherwise requires. CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS This Report, including the information incorporated herein by reference, contains "forward-looking statements" within the meaning of Section 27A of the Securities Act and Section 21E of the Exchange Act. These forward-looking statements relate to expectations for future financial performance, business strategies or expectations for the Company's business. Specifically, forward-looking statements may include statements preceded by, followed by or that include the words "anticipate," "believe," "continue," "could," "estimate," "expect," "intends," "may," "might," "plan," "possible," "potential," "predict," "project," "should," "would" and similar expressions. These forward-looking statements are based on information available as of the date of this Report and management's current expectations, forecasts and assumptions, and involve a number of judgments, risks and uncertainties. Accordingly, forward-looking statements should not be relied upon as representing the Company's views as of any subsequent date. The Company does not undertake any obligation to update forward-looking statements to reflect events or circumstances after the date they were made, whether as a result of new information, fu

Business

Business The information set forth in the section of the Proxy Statement entitled "Information About Veea" beginning on page 210 is incorporated herein by reference.

Risk Factors

Risk Factors The information set forth in the section of the Proxy Statement entitled "Risk Factors" beginning on page 30 is incorporated herein by reference. Selected Consolidated Historical Financial and Other Information The information set forth in the section of the Proxy Statement entitled "Selected Historical Financial Information of Veea" beginning on page 24 is incorporated herein by reference. Management's Discussion and Analysis of Financial Condition and Results of Operations The following is management's discussion and analysis of financial condition and results of operation of Veea, Inc. for the three and six months ended June 30, 2024. The consolidated balance sheet for June 30, 2024, and the consolidated statements of operations for the three and six months ended June 30, 2024 and June 30, 2023 have been derived from our unaudited condensed consolidated financial statements included elsewhere in this Report. In addition to our historical consolidated financial information, this discussion includes forward-looking information regarding our business, results of operations and cash flows, and contractual obligations and arrangements that involve risks, uncertainties, and assumptions. Our actual results may differ materially from any future results expressed or implied by such forward-looking statements as a result of various factors, including, but not limited to, those discussed in the sections of this Report entitled "Cautionary Note Regarding Forward-Looking Information" and "Risk Factors" included elsewhere in the Proxy Statement. Company Overview Veea is a provider of edge computing and communications devices (i.e., "VeeaHub" devices), applications and services hosted on its edge Platform-as-a-Service ("ePaaS"). Veea Edge Platform ePaaS is an end-to-end platform that is both locally- and cloud-managed. VeeaHub products are converged computing and communications (i.e., hyperconverged) indoor and outdoor devices, about the size of a Wi-Fi

View Full Filing

View this 8-K filing on SEC EDGAR