Established in 2014, Cheche Technology has
pioneered digitizing and empowering the insurance ecosystem to
transform industry performance and consumer experience in China
through its national transaction platform and SaaS offerings.
Cheche Technology’s primary focus lies in the
P&C insurance market in China, in which auto insurance is the
largest, high-growth sector with an estimated RMB 1.1 trillion
(approximately $159.5 billion) of total auto insurance premiums by
2026[1].
Cheche Technology expects its unaudited annual
revenue for the year ended December 31, 2022 to be approximately
RMB 2.5 billion (approximately $360 million).
The proposed transaction represents a pre-money
equity value of $760 million for Cheche Technology and an implied
pro forma enterprise value of approximately $841 million for the
combined company.
Cheche Technology Inc. (“Cheche Technology”), China’s leading
auto insurance technology platform, and Prime Impact Acquisition I
("Prime Impact") (NYSE: PIAI), a publicly traded special purpose
acquisition company, today announced that they have entered into a
definitive business combination agreement (the “Business
Combination Agreement”) that will result in Cheche Technology
becoming a publicly listed company (the “Proposed Transaction”).
Upon closing, the combined company (the “Combined Company”) will be
listed on Nasdaq under the new ticker symbol CCG. The Combined
Company will continue to be led by Lei Zhang, Founder and Chief
Executive Officer of Cheche Technology, and other key executive
leadership members.
Cheche Technology has created a unique ecosystem with powerful,
self-reinforcing network effects. As of June 30, 2022, Cheche
Technology had facilitated a broad range of auto insurance
transactions covering over 4,000 vehicle makes with approximately
100 insurance carriers, 400 third-party platforms, and 820,000
referral partners in its ecosystem.
Cheche Technology has scaled its business with a
technology-driven, capital-efficient approach and facilitated the
issuance of insurance policies with gross written premiums of RMB
11.1 billion (approximately $1.6 billion) in 2021, with estimated
growth of 36.3% to RMB 15.2 billion (approximately $2.2 billion) in
20222. Cheche Technology’s track record of strong growth has been
largely organic and highly efficient from a marketing standpoint,
with a substantial amount of business generated through
word-of-mouth referrals and local industry relationships. Cheche
Technology expects its unaudited annual revenue for the year ended
December 31, 2022 to be approximately RMB 2.5 billion
(approximately $360 million).
Cheche Technology has leveraged its technology capabilities,
extensive data sets and understanding of China’s insurance industry
to develop and launch two cloud-based SaaS solutions for insurance
carriers and intermediaries: Sky Frontier and Digital Surge.
Digital Surge is an intelligent one-stop SaaS product that helps
insurance intermediaries enhance operating efficiency and meet
evolving regulatory requirements. Sky Frontier is an AI-based, SaaS
analytics engine that helps insurance carriers optimize
underwriting and pricing strategies based on market data and
proprietary insights. Through its unique SaaS offerings, Cheche
Technology is well-positioned to capture significant opportunities
resulting from the accelerating digitalization of the auto
insurance market in China.
Management Commentary
Dixon R. Doll, Co-Founder, GP Emeritus, DCM, Director of
Prime Impact “Based on my many years of successfully investing
in Chinese technology companies, I am very supportive of the
transaction with Cheche Technology. I believe in the Prime Impact
team’s ability to support Cheche Technology’s entry into the public
markets and their ability to continuing growing and innovating in
the Chinese insurance sector.”
Mark Long, Co-Founder, Co-CEO and CFO of Prime Impact “We
are very excited to be working with Lei and his excellent team at
Cheche Technology in their next chapter of growth and innovation.
We have great respect for the platform that Lei and his technical
team have built and the trusted relationships they have developed
throughout the industry over the last eight years. We appreciate
Lei’s strategy of leveraging their extensive insurance transaction
platform to provide scalable SaaS and AI-enable analytic solutions
to key stakeholders in the insurance ecosystem. We believe the
Cheche Technology transaction platform and suite of SaaS solutions
can deliver improvements in efficiency, pricing and risk management
and create significant value for their partners, customers and
stakeholders.”
Lei Zhang, Founder and CEO of Cheche Technology “It is
our great pleasure to have found Mark and the Prime Impact team
last year. We have since engaged in deep discussions on the growth
and development trajectories our company should take and believe
the seasoned, resourceful Prime Impact team can help us get to the
next levels. With extensive experience in capital markets, mergers
and acquisitions, particularly with a focus on data and technology
centric businesses as well as a profound understanding of the Asian
markets, Mark and his colleagues check all of the boxes of the
great partners we have been looking for on a long-term basis. 2023
has just begun and will be an important year for us, and we can’t
wait to get to work to deliver to our customers better products and
services that we are constantly enhancing and refining to add to
the greater good of the industry, where we hope to continue to
evolve and lead.”
Transaction Overview
The Proposed Transaction values the Combined Company at an
implied pro forma enterprise value of approximately $841 million,
at a price of $10.00 per share, assuming no further redemptions by
Prime Impact shareholders. The Proposed Transaction is expected to
result in gross proceeds of approximately $68 million to Cheche
Technology (assuming no further redemptions by Prime Impact
shareholders), and the potential for additional financing. Upon
closing, Cheche Technology’s shareholders will retain a majority of
the outstanding shares of the Combined Company and Cheche
Technology will designate a majority of proposed directors for the
Combined Company board.
Cheche Technology expects to use proceeds from the Proposed
Transaction to accelerate technology development and new market
entry while also continuing to invest in growth across existing
markets.
The board of directors of both Cheche Technology and Prime
Impact have unanimously approved the Proposed Transaction, which is
expected to be completed in the third quarter of 2023, subject to,
among other things, approval by the shareholders of Prime Impact
and Cheche Technology, and satisfaction (or waiver, as applicable)
of the conditions stated in the Business Combination Agreement,
including regulatory approvals and other customary closing
conditions, including a registration statement on Form F-4 (the
“Registration Statement”) to be filed by the Combined Company being
declared effective by the SEC, and the listing application of the
Combined Company being approved by the Nasdaq Stock Market LLC.
Additional information about the Proposed Transaction, including
a copy of the Business Combination Agreement and an investor
presentation, will be provided in a Current Report on Form 8-K to
be filed by Prime Impact with the SEC and available at
https://www.sec.gov/.
Advisors
Cohen & Company Capital Markets, a division of J.V.B.
Financial Group, LLC is serving as exclusive financial advisor and
lead capital markets advisor to Prime Impact. Goodwin is serving as
International legal advisor to Prime Impact. Zhong Lun Law Firm is
serving as PRC legal advisor to Prime Impact. Wilson Sonsini is
serving as legal advisor to Cheche Technology.
Investor Conference Call and Other Information
Cheche Technology and Prime Impact have recorded a joint
investor conference call discussing the Proposed Transaction.
This release, the investor presentation and the conference call
recording are available on the Prime Impact IR website at
https://ir.primeimpactcapital.com.
About Cheche Technology
Established in 2014 and headquartered in Beijing, China, Cheche
Technology is a leading auto insurance technology platform, with a
nationwide network of around 110 branches licensed to distribute
insurance policies across 24 provinces, autonomous regions and
municipalities in China. Capitalizing on its leading position in
auto insurance transaction services, Cheche Technology has evolved
into a comprehensive, data-driven technology platform that offers a
full suite of services and products for digital insurance
transactions and insurance SaaS solutions in China. Learn more at
https://www.chechegroup.com/en
About Prime Impact
Prime Impact is a Cayman Islands exempted company formed on July
21, 2020 for the purpose of effecting a merger, share exchange,
asset acquisition, share purchase, reorganization, or similar
business combination involving Prime Impact and one or more
businesses. Prime Impact is focused on partnering with experienced
management teams building innovative, data-centric technology or
technology-related companies in key Asian markets with a focus on
the Greater China market. Prime Impact is led by Co-Founder, Co-CEO
and CFO Mark Long and Co-Founder and Co-CEO Michael Cordano. Learn
more at https://ir.primeimpactcapital.com.
Forward-Looking Statements
This press release includes “forward-looking statements” within
the meaning of the “safe harbor” provisions of the United States
Private Securities Litigation Reform Act of 1995. Forward-looking
statements may be identified by the use of words such as
“estimate,” “plan,” “project,” “forecast,” “intend,” “will,”
“expect,” “anticipate,” “believe,” “seek,” “target” or other
similar expressions that predict or indicate future events or
trends or that are not statements of historical matters. These
forward-looking statements also include, but are not limited to,
statements regarding projections, estimates and forecasts of
revenue and other financial and performance metrics, projections of
market opportunity and expectations, the estimated implied
enterprise value of the Combined Company, Cheche Technology’s
ability to scale and grow its business, the advantages and expected
growth of the Combined Company, the Combined Company’s ability to
source and retain talent, the cash position of the Combined Company
following closing of the Proposed Transaction, Prime Impact’s and
Cheche Technology’s ability to consummate the Proposed Transaction,
and expectations related to the terms and timing of the Proposed
Transaction, as applicable. These statements are based on various
assumptions, whether or not identified in this press release, and
on the current expectations of Prime Impact’s and Cheche
Technology’s management and are not predictions of actual
performance.
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 Prime
Impact and Cheche Technology believes that it has a reasonable
basis for each forward-looking statement contained in this press
release, each of Prime Impact and Cheche Technology cautions 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 will be risks and
uncertainties described in the proxy statement/prospectus included
in the Registration Statement relating to the Proposed Transaction,
which is expected to be filed by the Combined Company with the SEC
and other documents filed by the Combined Company or Prime Impact
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 Prime Impact nor Cheche
Technology can assure you that the forward-looking statements in
this press release 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 Proposed
Transaction due to the failure to obtain approval from Prime
Impact’s shareholders 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
Proposed Transaction, the amount of redemption requests made by
Prime Impact’s public shareholders, costs related to the Proposed
Transaction, the impact of the global COVID-19 pandemic, the risk
that the Proposed Transaction disrupts current plans and operations
as a result of the announcement and consummation of the Proposed
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 Registration Statement to be filed by the Combined Company with
the SEC and those included under the heading “Risk Factors” in the
annual report on Form 10-K for year ended December 31, 2021 of
Prime Impact and in its subsequent quarterly reports on Form 10-Q
and other filings with the SEC. There may be additional risks that
neither Prime Impact nor Cheche Technology presently know or that
Prime Impact and Cheche Technology 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, nothing in this
press release should be regarded as a representation by any person
that the forward-looking statements set forth herein will be
achieved or that any of the contemplated results of such
forward-looking statements will be achieved. The forward-looking
statements in this press release represent the views of Prime
Impact and Cheche Technology as of the date of this press release.
Subsequent events and developments may cause those views to change.
However, while Prime Impact and Cheche Technology 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 Prime Impact or Cheche
Technology as of any date subsequent to the date of this press
release. Except as may be required by law, neither Prime Impact nor
Cheche Technology undertakes any duty to update these
forward-looking statements.
Additional Information and Where to Find It
In connection with the Proposed Transaction, Prime Impact and
the Company intend to cause a registration statement on Form F-4 to
be filed with the SEC, which will include a proxy statements to be
distributed to Prime Impact’s shareholders in connection with Prime
Impact’s solicitation for proxies for the vote by Prime Impact’s
shareholders in connection with the Proposed Transaction and other
matters as described in the registration statement, as well as a
prospectus relating to the Company’s securities to be issued in
connection with the Proposed Transaction. Prime Impact’s
shareholders and other interested persons are advised to read, once
available, the preliminary proxy statement/prospectus and any
amendments thereto and, once available, the definitive proxy
statement/prospectus, in connection with Prime Impact’s
solicitation of proxies for its special meeting of shareholders to
be held to approve, among other things, the Proposed Transaction,
because these documents will contain important information about
Prime Impact, the Company and the Proposed Transaction. After the
registration statement is filed and declared effective, Prime
Impact will mail a definitive proxy statement and other relevant
documents to its shareholders as of the record date to be
established for voting on the Proposed Transaction. Shareholders
may also obtain a copy of the preliminary and definitive proxy
statement/prospectus to be included in the registration statement,
once available, as well as other documents filed with the SEC
regarding the Proposed Transaction and other documents filed with
the SEC, without charge, at the SEC’s website located at
www.sec.gov.
Participants in the Solicitation
Prime Impact, Cheche Technology and their respective directors,
executive officers and other members of management and employees
may, under SEC rules, be deemed to be participants in the
solicitations of proxies from Prime Impact’s shareholders in
connection with the Proposed Transaction. Information regarding the
persons who may, under SEC rules, be deemed participants in the
solicitation of Prime Impact’s shareholders in connection with the
Proposed Transaction will be set forth in the proxy
statement/prospectus included in the Registration Statement to be
filed with the SEC in connection with the Proposed Transaction. You
can find more information about Prime Impact’s directors and
executive officers in Prime Impact’s final prospectus related to
its initial public offering dated September 9, 2020. 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
persons should read the proxy statement/prospectus carefully when
it becomes available before making any voting or investment
decisions. You may obtain free copies of these documents from the
sources indicated above.
No Offer or Solicitation
This press release is not a proxy statement or solicitation of a
proxy, consent or authorization with respect to any securities or
in respect of the potential Transaction, and does not constitute an
offer to sell or the solicitation of an offer to buy any securities
of Prime Impact, the Company or the combined company, or a
solicitation of any vote or approval, nor shall there be any sale
of securities in any jurisdiction in which such offer, solicitation
or sale would be unlawful prior to registration or qualification
under the securities laws of any such jurisdiction. No offer of
securities shall be made except by means of a prospectus meeting
the requirements of the Securities Act of 1933, as amended.
All currency conversions in this press release based on an
exchange rate of USD to RMB: 1 to 6.8972, which is the rate on
12/30/22 as set forth in the H.10 statistical release of the U.S.
Federal Reserve Board.
[1] According to an industry report commissioned by Cheche
Technology and prepared by Shanghai iResearch Co., Ltd., China
(“iResearch”)
2 Gross written premiums based on non-GAAP metric
View source
version on businesswire.com: https://www.businesswire.com/news/home/20230130005238/en/
Prime Impact: Mark Long investorinfo@primeimpactcapital.com
(650) 825-6965
Cheche Technology: IR@chechegroup.com Crocker Coulson
crocker.coulson@aummedia.org (646) 652-7185
Prime Impact Acquisition I (NYSE:PIAI)
Historical Stock Chart
From Dec 2024 to Jan 2025
Prime Impact Acquisition I (NYSE:PIAI)
Historical Stock Chart
From Jan 2024 to Jan 2025
