Flag Ship Acquisition to Take Bluechip Public in $400M Merger

Flag Ship Acquisition Corporation has entered into a definitive agreement to take Bluechip & Co. Holdings public at a $400 million valuation. The merger will transition Bluechip into a publicly traded entity, pending standard regulatory filings and shareholder approval.

"We are pleased to announce our proposed business combination with Bluechip. Our team evaluated a broad range of potential opportunities and believes that this transaction offers Flag Ship shareholders the opportunity to participate in Bluechip’s businesses," said Matthew Chen, Chief Executive Officer of Flag Ship, in a statement.

Transaction Structure and Shareholder Impact

Under the terms of the agreement, Bluechip shareholders will receive 40 million ordinary shares in the combined entity. Existing Flag Ship ordinary shares will convert on a 1:1 basis into shares of the new company.

A component of the deal involves Flag Ship rights, which will be exchanged for one-tenth (1/10th) of a Purchaser ordinary share at closing. This conversion mechanism allows for share count expansion, which could dilute the equity stake of existing shareholders depending on the total number of rights exercised.

"The proposed business combination with Flag Ship represents an important next step in Bluechip’s development. We believe that becoming a publicly traded company will support our long-term strategy and provide a platform for us to further develop our service offerings," said Ming Zhang, Chief Executive Officer of Bluechip.

Regulatory Hurdles and Market Positioning

To finalize the transaction, the companies must navigate a series of regulatory requirements. The deal is contingent upon the effectiveness of a Form F-4 registration statement filed with the Securities and Exchange Commission (SEC) and the receipt of approval for a Nasdaq listing.

Flag Ship Acquisition Corp (FSHP) shares closed at $11.30 as of September 16, 2026. The completion of the merger remains subject to the satisfaction of closing conditions, including the necessary approvals from shareholders of both organizations.