Business
Publication of Prospectus and Notice of GM
Publication of Prospectus and Notice of GM.
About this update from Moh Nippon Plc.
[{"type":"text","content":"\n\nTHIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, WITHIN, INTO OR IN THE UNITED STATES, AUSTRALIA, CANADA, THE REPUBLIC OF SOUTH AFRICA OR THE REPUBLIC OF IRELAND OR ANY JURISDICTION IN WHICH IT WOULD BE UNLAWFUL TO DO SO.\n \nTHIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION REGARDING THE COMPANY for the purposes of Article 7 of EU Regulation 596/2014 (which forms part of domestic UK law pursuant to the European Union (Withdrawal) Act 2018). NOTHING IN THIS ANNOUNCEMENT OR THE PROSPECTUS CONSTITUTES AN OFFER TO SELL OR A SOLICITATION OF AN OFFER TO BUY ANY SECURITIES IN ANY TERRITORY.\n \n31 July 2024\n \n \nBowen Fintech Plc\n(to be renamed MOH Nippon Plc on or prior to Admission)\n(the \"Company\")\n \nPublication of Prospectus and Notice of General Meeting\n \nBowen Fintech Plc (LSE: BWN), a special purpose acquisition company formed to acquire businesses in the technology innovations market with a focus on the financial services sector, is pleased to announce today the publication of its prospectus dated 31 July 2024 (\"Prospectus\").\n \nOn 22 December 2023, the Company announced that it had entered into non-legally binding heads of terms to acquire 93.49 per cent. of the issued share capital of Minnadeooyasan-Hanbai Co. Ltd (\"MOH\") from Kyosei Bank Co., Ltd (\"KBC\"). As a result, the Company was granted a temporary suspension of the listing on the Official List of the Financial Conduct Authority (\"FCA\") (\"Official List\") of the Company's ordinary shares of £0.01 each (\"Ordinary Shares\") and of its trading on the Main Market for listed securities of the London Stock Exchange Group plc (\"LSE\") (\"Main Market\") until such time as it publishes a prospectus in relation to the acquisition (\"Suspension\").\n \nOn 30 July 2024, the Company entered into an acquisition agreement, pursuant to which it has conditionally agreed to acquire 97.41 per cent. of the issued share capital of MOH from KBC for a total consideration of £34,466,864, to be satisfied by the issue and allotment of 229,779,093 new Ordinary Shares (\"Consideration Shares\") at a deemed issue price of £0.15 per Consideration Share (\"Acquisition\"). KBC recently (and subsequent to the Company's announcement of 22 Decem...