NewGenIvf announces a deadline extension for its reverse merger with EWIHL to facilitate due diligence and compliance.
Quiver AI Summary
NewGenIvf Group Limited (NASDAQ: NIVF) announced the appointment of legal counsel by both parties involved in its reverse merger with European Wellness Investment Holdings Limited (EWIHL), with the signing date for the Share Purchase Agreement extended to February 28, 2025. This extension aims to provide adequate time for due diligence and to ensure compliance with NASDAQ requirements. The merger is valued at approximately $452 million at a share price of $3.20, which is expected to enhance NewGen's market visibility and maintain its NASDAQ listing ahead of an appeal hearing. NewGen’s CEO highlighted the significance of this collaboration, emphasizing the strategic advantages of partnering with EWIHL's leadership in innovative healthcare solutions, particularly in regenerative medicine.
Potential Positives
- The company is proceeding with a significant US$452 million reverse merger, which is expected to enhance market visibility and support its continued listing on the Nasdaq Global Market.
- The extension of the Share Purchase Agreement signing date provides both parties adequate time for due diligence, indicating a thorough and responsible approach to the merger process.
- The collaboration with EWIHL and the expertise of its Chairman, Prof. Dato’ Sri Dr. Mike K.S. Chan, positions NewGen to leverage advanced knowledge in regenerative medicine, potentially driving growth and value for stakeholders.
- The announcement reflects the company's commitment to establishing a successful transaction process by engaging experienced legal counsel, which may reassure investors about the merger's progress.
Potential Negatives
- The extension of the signing date for the Share Purchase Agreement from January 27, 2025, to February 28, 2025, may raise concerns about the readiness or confidence of the parties involved in finalizing the merger.
- The need for a mutual extension could indicate potential complications in due diligence or negotiations, which may negatively affect investor sentiment.
- The reliance on a future Nasdaq appeal hearing to maintain listing status could signal that the company is facing regulatory scrutiny or challenges that may affect its operations.
FAQ
What is the latest update on NewGen’s reverse merger with EWIHL?
NewGen and EWIHL have appointed legal counsel and extended the signing date for the Share Purchase Agreement to February 28, 2025.
Why was the signing date for the Share Purchase Agreement extended?
The extension allows both parties to complete necessary due diligence and ensure compliance with NASDAQ requirements for the reverse merger.
What does the reverse merger transaction involve?
The reverse merger represents a US$452 million transaction at a deemed price of US$3.20 per share, enhancing NewGen’s market visibility.
Who is leading the partnership at EWIHL?
Prof. Dato’ Sri Dr. Mike K.S. Chan, Chairman of EWIHL, is leading the partnership, bringing his extensive expertise in regenerative medicine.
What services does NewGen provide?
NewGen offers comprehensive fertility services, including infertility treatments, donor services, and surrogacy across clinics in Thailand, Cambodia, and Kyrgyzstan.
Disclaimer: This is an AI-generated summary of a press release distributed by GlobeNewswire. The model used to summarize this release may make mistakes. See the full release here.
$NIVF Hedge Fund Activity
We have seen 5 institutional investors add shares of $NIVF stock to their portfolio, and 2 decrease their positions in their most recent quarter.
Here are some of the largest recent moves:
- VIRTU FINANCIAL LLC removed 41,354 shares (-100.0%) from their portfolio in Q3 2024
- TWO SIGMA SECURITIES, LLC added 21,896 shares (+136.1%) to their portfolio in Q3 2024
- MINT TOWER CAPITAL MANAGEMENT B.V. added 20,000 shares (+inf%) to their portfolio in Q3 2024
- XTX TOPCO LTD added 14,742 shares (+inf%) to their portfolio in Q3 2024
- PARKWOOD LLC removed 14,427 shares (-100.0%) from their portfolio in Q3 2024
- UBS GROUP AG added 11,457 shares (+inf%) to their portfolio in Q3 2024
- NATIONAL BANK OF CANADA /FI/ added 17 shares (+inf%) to their portfolio in Q3 2024
To track hedge funds' stock portfolios, check out Quiver Quantitative's institutional holdings dashboard.
Full Release
BANGKOK, Dec. 23, 2024 (GLOBE NEWSWIRE) -- NewGenIvf Group Limited (NASDAQ: NIVF) (“NewGen” or the “Company”) today announced that both parties involved in the previously announced reverse merger with European Wellness Investment Holdings Limited (“EWIHL”) have appointed legal counsel to prepare the Share Purchase Agreement (the “SPA”). Additionally, by mutual consent, the signing date for the SPA has been extended from January 27, 2025, to February 28, 2025. This extension will allow both parties sufficient time to complete the necessary due diligence, finalize the terms of the agreement, and ensure compliance with all relevant NASDAQ requirements for reverse mergers.
This significant step follows the Company's prior announcement of a binding term sheet on December 11, 2024, which marked a pivotal moment in the Company's strategic partnership with EWIHL. This collaboration aims to leverage synergies between both companies to enhance service delivery and expand market reach in the healthcare sector.
Mr. Siu Wing Fung Alfred, Founder, Chairman, and CEO of NewGen, commented: “We are excited about advancing this merger process as we continue building momentum toward completion. Engaging experienced legal counsel reflects our commitment to ensuring a seamless transaction process.”
“This reverse merger represents a US$452 million transaction at a deemed price of US$3.20 per share —a significant milestone that we believe will enhance market visibility while supporting our continued listing on the Nasdaq Global Market. Additionally, this transaction satisfies all requirements necessary for maintaining our listing status ahead of our Nasdaq appeal hearing.”
“This partnership under the leadership of Prof. Dato’ Sri Dr. Mike K.S. Chan, Chairman of EWIHL, positions us to leverage his 39 years of expertise in regenerative medicine and stem cell therapies. Dr. Chan has established a global network of medical wellness centers and is recognized as a leader in advancing innovative healthcare solutions. His expertise will be invaluable as we work together to drive growth and enhance value for our stakeholders.”
About NewGen
NewGen is a comprehensive fertility services provider in Asia helping couples and individuals obtain access to fertility treatments. With a mission to aid couples and individuals in building families regardless of fertility challenges, NewGen has dedicated itself to creating increased access to infertility treatment and providing comprehensive fertility services for its customers. NewGen’s management team collectively has over a decade of experience in the fertility industry. NewGen’s clinics are located in Thailand, Cambodia, and Kyrgyzstan, and present a full suite of services for its patients, including comprehensive infertility and assisted reproductive technology treatments, egg and sperm donation, and surrogacy, in the appropriate jurisdictions, respectively. To learn more, visit
www.newgenivf.com
. The information contained on, or accessible through, NewGen’s website is not incorporated by reference into this press release, and you should not consider it a part of this press release.
About European Wellness Investment Holdings Limited
European Wellness Biomedical Group (EW Group) is an international multi-award-winning European group renowned for its pioneering developments in precursor stem cell therapeutics, immunomodulation, biological and synthetic peptides, nutraceuticals, cosmeceuticals and biological regenerative medicine.
EW Group controls 4 operating entities that solely sell their own products under flagship brands to B2B clients, B2C clients and online. These brand names include MF3, MF Plus, Lab RMS, Lab Dom, Celexgen Swiss and Revitalisation Swiss Cell and European Wellness. EW Group effectively controls these brands and other intellectual property and produces these products using third-party OEM manufacturers in Europe. These products collectively represent an innovative array of more than 150 biomolecular peptides, cell extracts and phyto products, nutraceuticals and skin care products.
Forward-Looking Statements
This press release contains forward-looking statements. These statements are made under the “safe harbor” provisions of the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements generally are identified by the words “believe,” “project,” “expect,” “anticipate,” “estimate,” “intend,” “strategy,” “future,” “opportunity,” “plan,” “may,” “should,” “will,” “would,” “will be,” “will continue,” “will likely result,” and similar expressions. Without limiting the generality of the foregoing, the forward-looking statements in this press release include descriptions of the Company’s future commercial operations, business strategy, and financial condition. Forward-looking statements are predictions, projections and other statements about future events that are based on current expectations and assumptions and, as a result, are subject to risks and uncertainties. Many factors could cause actual future events to differ materially from the forward-looking statements in this press release, such as the Company’s inability to implement its business plans, identify and realize additional opportunities, meet or exceed its financial projections and changes in the regulatory or competitive environment in which the Company operates, agree on definitive agreements with EWIHL, or realize the potential synergies from the transaction with EWIHL. You should carefully consider the foregoing factors and the other risks and uncertainties described in the Company’s annual report on Form 20-F and other documents filed or to be filed by the Company with the SEC from time to time, which could cause actual events and results to differ materially from those contained in the forward-looking statements. Copies of these documents are available on the SEC’s website, www.sec.gov. All information provided herein is as of the date of this press release, and the Company undertakes no obligation to update any forward-looking statement, except as required under applicable law.
Investor Relations Contact
ICR, LLC
Robin Yang
Phone: +1 (212) 537-4406
Email:
[email protected]