Core Viewpoint - AGBA Group Holding Limited is progressing towards the completion of its merger with Triller Corp, with shareholder approval received and final regulatory approval from Nasdaq anticipated soon [1][2]. Group 1: Merger Details - AGBA shareholders approved the re-domiciling of the company in Delaware and the new name "Triller Group Inc." [2] - The merger agreement includes the acquisition of 100% of Triller Corp.'s outstanding capital stock, with existing restricted stock units converted into those of Triller Group Inc. [2] - All closing conditions for the merger have been met except for the final Nasdaq listing approval, which is expected shortly [1]. Group 2: Shareholder Proportions and Changes - Post-merger, Triller Corp.'s stakeholders will hold 70% of the economic interests in Triller Group Inc., while current AGBA shareholders will hold 30% [4]. - A reverse share split of AGBA Ordinary Shares was authorized, with a range of 1 to 1.5 to 1 to 20, allowing directors to determine the exact ratio [5]. Group 3: Corporate Governance Changes - The Revised Charter Amendment will increase the number of authorized ordinary shares from 1 billion to 1.5 billion and introduce new classes of preferred shares [3]. - The total number of authorized ordinary shares will further increase to approximately 2.9 billion following a forward share split [3]. Group 4: Future Outlook - The approved proposals signify transformative changes for AGBA and are expected to enhance the growth and positioning of Triller Group Inc. within the technology and social media sectors [6].
AGBA GROUP ANNOUNCES RESULTS OF EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS