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NewGen Signs Binding Term Sheet for Reverse Merger with European Wellness Investment Holdings

US$452 million transaction at deemed price of US$3.20 per NewGen share Increased market capitalization and visibility will support NewGen’s continued listing

articleNewgenivf Group LimitedDecember 11, 20244/company/newgenivf-group-limited-class-a-ordinary-shares/news/newgen-signs-binding-term-sheet-for-reverse-merger-with-european-wellness-investment-holdings
NewGen Signs Binding Term Sheet for Reverse Merger with European Wellness Investment Holdings

About this update from Newgenivf Group Limited

[{"type":"text","content":"US$452 million transaction at deemed price of US$3.20 per NewGen share Increased market capitalization and visibility will support NewGen’s continued listing on the Nasdaq Global Market Proposed transaction holds significant potential for synergistic value creation BANGKOK, Dec. 11, 2024 (GLOBE NEWSWIRE) -- NewGenIvf Group Limited (NASDAQ: NIVF) (“NewGen” or the “Company”) today announced that it has entered into a binding term sheet (the “Term Sheet”) regarding the previously announced proposed reverse merger with healthcare company European Wellness Investment Holdings Limited (“EWIHL”). Mr. Siu Wing Fung Alfred, Founder, Chairman, and CEO of NewGen, commented, “We are pleased to announce this significant milestone in our discussions with EWIHL, which represents a substantial evolution from our initial non-binding term sheet in April. While we previously explored various alternatives, our ongoing engagement with EWIHL has consistently shown the strongest strategic alignment and potential for value creation. The signing of this binding term sheet demonstrates the progress we’ve made in our negotiations and provides us with a clear path to definitive agreements. The proposed transaction structure reflects our mutual commitment to creating a stronger combined entity at a valuation that we believe represents fair value for both parties. EWIHL’s profitability positions us well for future success, and we have already secured the required equity line of credit to support this transaction.” “We see substantial synergistic opportunities ahead. EWIHL’s advanced healthcare products complement our fertility treatments, while their extensive distribution network and healthcare facilities offer significant cross-selling opportunities for our services. Beyond these operational factors, EWIHL’s valuation metrics are also very positive, and we believe the combined entity created from our business combination would be profitable and compare favorably to our industry peers in terms of EPS. From a capital markets perspective, the increased scale and market capitalization of the combined company will enhance our trading liquidity and visibility in the capital markets, supporting our continued listing on Nasdaq’s Global Market tier. We have been formally granted a hearing to appeal the previously announced delisting notice, which stays any further ...

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