NEW
YORK, June 20, 2023 /PRNewswire/ -- TradeUP
Acquisition Corp. (the "Company" or "TradeUP") (NASDAQ: UPTD) today
announced that, in order to extend the date by which the Company
must complete its initial business combination from June 19, 2023 to July 19,
2023, for each public share that is not redeemed by the
Company's stockholders in connection with such extension
(collectively, the "Remaining Shares", each, a "Remaining Share"),
the Company has deposited into its trust account (the "Trust
Account") an aggregate of $45,511.00
(the "Monthly Extension Fee"), representing $0.05 per public share of the Company.
The payment for such Monthly Extension Fee was made by Estrella
Biopharma, Inc., a Delaware
corporation ("Estrella"), pursuant to the Agreement and Plan of
Merger (the "Merger Agreement"), entered by and among the Company,
Tradeup Merger Sub Inc., a Delaware corporation and direct and wholly
owned subsidiary of UPTD ("Merger Sub"), and Estrella on
September 30, 2022.
Pursuant to the Company's current Charter, the Company may
extend on monthly basis from January 19,
2023 until July 19, 2023 or
such an earlier date as may be determined by its board to complete
a business combination by depositing the Monthly Extension Fee for
each month into the Trust Account.
About TradeUP
TradeUP Acquisition Corp. is a blank check company formed for
the purpose of effecting a merger, capital stock exchange, asset
acquisition, stock purchase, reorganization or similar business
combination with one or more businesses. TradeUP was incorporated
under the laws of the State of
Delaware on January 6,
2021.
About Estrella
Estrella, a Delaware
corporation, is a preclinical-stage biopharmaceutical company
developing CD19 and CD22-targeted ARTEMIS®️ T-cell therapies with
the capacity to address treatment challenges for patients with
blood cancers and solid tumors. Estrella's mission is to harness
the evolutionary power of the human immune system to transform the
lives of patients fighting cancer.
Important Additional Information Regarding the Transaction
Will Be Filed With the SEC
TradeUP has filed with the SEC a registration statement on Form
S-4 (File No.: 333-267918) (the "Form S-4") containing a
preliminary proxy statement and a preliminary prospectus of TradeUP
containing information about the proposed business combination and
the respective businesses of TradeUP and Estrella, initially filed
on October 18, 2022 and as amended
from time to time, and after the proxy statement/prospectus is
declared effective, TradeUP will mail a definitive proxy
statement/prospectus relating to the proposed business combination
to its stockholders and Estrella's shareholders. This press release
does not contain all the information that should be considered
concerning the proposed business combination and is not intended to
form the basis of any investment decision or any other decision in
respect of the business combination. TradeUP's stockholders and
other interested persons are advised to read, when available, the
preliminary proxy statement/prospectus and the amendments thereto
and the definitive proxy statement/prospectus and other documents
filed in connection with the proposed business combination, as
these materials will contain important information about Estrella,
TradeUP and the proposed business combination. When available, the
definitive proxy statement/prospectus and other relevant materials
for the proposed business combination will be mailed to
stockholders of TradeUP as of a record date to be established for
voting on the proposed business combination. Such stockholders will
also be able to obtain copies of the preliminary proxy
statement/prospectus, the definitive proxy statement/prospectus and
other documents filed with the SEC, without charge, once available,
at the SEC's website at www.sec.gov, or by directing a request to
TradeUP Acquisition Corp., 437 Madison Avenue, 27th Floor,
New York, New York 10022, and its
telephone number is (732) 910-9692, Attention: Jianwei Li, Co-Chief Executive Officer.
Forward-Looking Statements
This press release contains forward-looking statements within
the meaning of section 27A of the U.S. Securities Act of 1933, as
amended (the "Securities Act"), and section 21E of the U.S.
Securities Exchange Act of 1934 ("Exchange Act") that are based on
beliefs and assumptions and on information currently available to
TradeUP and Estrella. In some cases, you can identify
forward-looking statements by the following words: "may," "will,"
"could," "would," "should," "expect," "intend," "plan,"
"anticipate," "believe," "estimate," "predict," "project,"
"potential," "continue," "ongoing," "target," "seek" or the
negative or plural of these words, or other similar expressions
that are predictions or indicate future events or prospects,
although not all forward-looking statements contain these words.
Any statements that refer to expectations, projections or other
characterizations of future events or circumstances, including
projections of market opportunity and market share, the capability
of Estrella's business plans including its plans to expand, the
sources and uses of cash from the proposed transaction, the
anticipated enterprise value of the combined company following the
consummation of the proposed transaction, any benefits of
Estrella's partnerships, strategies or plans as they relate to the
proposed transaction, anticipated benefits of the proposed
transaction and expectations related to the terms and timing of the
proposed transaction are also forward-looking statements. These
statements involve risks, uncertainties and other factors that may
cause actual results, levels of activity, performance or
achievements to be materially different from those expressed or
implied by these forward-looking statements. Although each of
TradeUP and Estrella believes that it has a reasonable basis for
each forward-looking statement contained in this communication,
each of TradeUP and Estrella caution you that these statements are
based on a combination of facts and factors currently known and
projections of the future, which are inherently uncertain. In
addition, there are risks and uncertainties described in the proxy
statement/prospectus on Form S-4 relating to the proposed
transaction and other documents filed by TradeUP or Estrella from
time to time with the SEC. These filings may identify and address
other important risks and uncertainties that could cause actual
events and results to differ materially from those contained in the
forward-looking statements. Neither TradeUP nor Estrella can assure
you that the forward-looking statements in this communication will
prove to be accurate. These forward-looking statements are subject
to a number of risks and uncertainties, including, among others,
the ability to complete the business combination due to the failure
to obtain approval from TradeUP's stockholders or satisfy other
closing conditions in the business combination agreement, the
occurrence of any event that could give rise to the termination of
the business combination agreement, the ability to recognize the
anticipated benefits of the business combination, the amount of
redemption requests made by TradeUP's public stockholders, costs
related to the transaction, the impact of the global COVID-19
pandemic, the risk that the transaction disrupts current plans and
operations as a result of the announcement and consummation of the
transaction, the outcome of any potential litigation, government or
regulatory proceedings and other risks and uncertainties, including
those to be included under the heading "Risk Factors" in the Form
S-4, as amended from time to time, the final prospectus for
TradeUP's initial public offering filed with the SEC on
June 19, 2021, its Annual Report on
Form 10-K and in its subsequent quarterly reports on Form 10-Q and
other filings with the SEC. There may be additional risks that
neither TradeUP or Estrella presently know or that TradeUP and
Estrella currently believe are immaterial that could also cause
actual results to differ from those contained in the
forward-looking statements. In light of the significant
uncertainties in these forward-looking statements, you should not
regard these statements as a representation or warranty by TradeUP,
Estrella, their respective directors, officers or employees or any
other person that TradeUP and Estrella will achieve their
objectives and plans in any specified time frame, or at all. The
forward-looking statements in this press release represent the
views of TradeUP and Estrella as of the date of this communication.
Subsequent events and developments may cause those views to change.
However, while TradeUP and Estrella may update these
forward-looking statements in the future, there is no current
intention to do so, except to the extent required by applicable
law. You should, therefore, not rely on these forward-looking
statements as representing the views of TradeUP or Estrella as of
any date subsequent to the date of this communication.
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SOURCE TradeUP Acquisition Corp.