Core Viewpoint - Jeffs' Brands Ltd has announced a definitive agreement to merge its wholly owned subsidiary Fort Products Limited with Impact Acquisitions Corp, a capital pool company, with the transaction expected to be completed by May 31, 2025 [1][6]. Group 1: Proposed Merger Details - The merger involves Impact Acquisitions acquiring 100% of Fort Products' equity interests, with Jeffs' Brands potentially receiving 75.02% to 83.29% ownership of Impact's share capital based on performance milestones [2]. - The total valuation of Impact is approximately 4.8 million CAD (about US $3.3 million), while Fort Products is valued at approximately 17.1 million CAD (about US $11.9 million) [3]. - A condition for closing the transaction is that the fair market value of Fort Products' equity interests must not be less than 14 million CAD (approximately US $9.7 million) [4]. Group 2: Conditions and Approvals - The completion of the merger is subject to various conditions, including due diligence, corporate and regulatory approvals, and a Pre-Ruling from the Israel Tax Authority [5]. - Upon closing, Impact plans to issue equity to certain finders as compensation for advisory services related to the merger [7]. Group 3: Company Backgrounds - Jeffs' Brands aims to transform e-commerce by creating and acquiring products to become market leaders, leveraging advanced technology and insights into the Amazon FBA business model [8]. - Fort Products is a UK-based manufacturer specializing in pest control and remedial repair products, with nearly 20 years of industry experience since its establishment in 2005 [9]. - Impact is a capital pool company focused on identifying and evaluating potential acquisitions that can generate profits and add shareholder value [10].
Jeffs' Brands Enters Into Definitive Agreement to Complete Fort Products' Merger with a Publicly Traded Company, at a Valuation of up to approximately $12 Million