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AGBA Acquisition Limited Entered Into A Non-Binding Term Sheet For A Potential Acquisition Of The Platform Business Of Convoy

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HONG KONG, Nov. 27, 2020 /PRNewswire/ — AGBA Acquisition Limited (NASDAQ: AGBA, AGBAU, AGBAW, AGBAR) (“AGBA”), a special purpose acquisition company, announced today that it entered into a non-binding term sheet (the “Term Sheet”) for a business combination with certain businesses that are currently part of Convoy Global Holdings Limited (“Convoy” or the “Company”), a Hong Kong-listed diversified financial holding company on November 25, 2020. These business include Convoy's independent financial advisory business (the “IFA Business”) and its platform businesses, which include B2B, FinTech, Retail and Healthcare platforms (the “Platform Business”).

Under the contemplated transaction, AGBA will acquire from Convoy 100% of the Platform Business and take a 30% shareholding in the IFA Business. In exchange, Convoy or its affiliate will receive (i) 30,000,000 newly issued shares of the post-combined company, with a deemed price per share of $10.00 plus (ii) US$100 million in cash, for an aggregate consideration of approximately US$400 million (the “Transaction”). Upon closing of Transaction, AGBA plans to remain NASDAQ-listed and trade under a new ticker symbol.

Convoy's IFA Business

The IFA Business provides advice and sells a full range of financial services products from long-term life insurance, savings to mortgages to local and foreign retail customers. With more than 400,000 customers and 2,300 financial advisors as of October 31, 2020, it is one of the largest IFA businesses in Hong Kong.

Convoy's Platform Business

The Platform Business was set up to capitalize on significant growth opportunities in Hong Kong and the Guangdong-Hong Kong-Macau Greater Bay Area. It consists of a portfolio of platform businesses encompassing B2B, FinTech, Healthcare and Retail platforms. Each of these platforms is distinct from, but complementary to the other platform's operations. The Platform Business has grown rapidly in scale, value and customer base, supported by high-quality product intelligence, operational and technological infrastructures.

The IFA Business and the Platform Business are currently regulated by applicable agencies such as the Securities and Futures Commission of Hong Kong, the Insurance Authority and the Mandatory Provident Fund Schemes Authority.

The current management teams are expected to continue to run the IFA Business and the Platform Business after the Transaction. 

Loeb & Loeb LLP is acting as the legal advisor to AGBA. DLA Piper is acting as the legal advisor to Convoy.

About Convoy

Founded in 1993, Convoy is a diversified financial institution based in Hong Kong. With close to 30 years of operating track record serving a large base of retail customers, Convoy is reputable and well recognized in the Hong Kong retail financial services industry.

About AGBA Acquisition Limited

AGBA Acquisition Limited is a British Virgin Islands company incorporated as a blank check company for the purpose of entering into a merger, share exchange, asset acquisition, share purchase, recapitalization, reorganization or similar business combination with one or more businesses or entities. AGBA's efforts to identify a prospective target business will not be limited to a particular industry or geographic region, although AGBA intended to focus on operating businesses in healthcare, education, entertainment and financial services sectors that have their principal operations in China.

Forward-Looking Statements

Certain of the statements made in this press release contains certain “forward-looking statements” within the meaning of the Securities Act of 1933 and the Securities Exchange Act of 1934, both as amended. Statements that are not historical facts, including statements about the potential transactions among AGBA and Convoy and the transactions contemplated thereby, and the parties' perspectives and expectations, are forward-looking statements. Such statements include, but are not limited to, statements regarding the proposed transaction, including the anticipated initial enterprise value and post-closing equity value, the benefits of the proposed transaction, integration plans, expected synergies and revenue opportunities, anticipated future financial and operating performance and results, including estimates for growth, the expected management and governance of the combined company, and the expected timing of the transactions. The words “expect,” “believe,” “estimate,” “intend,” “plan” and similar expressions indicate forward-looking statements. These forward-looking statements are not guarantees of future performance and are subject to various risks and uncertainties, assumptions (including assumptions about general economic, market, industry and operational factors), known or unknown, which could cause the actual results to vary materially from those indicated or anticipated.

Such risks and uncertainties include, but are not limited to: (i) risks related to the expected timing and likelihood of entering into and completion of the pending transaction, including the risk that the potential transaction may not close due to one or more pre-conditions to the transaction not being satisfied or waived, such as regulatory approvals not being obtained, on a timely basis or otherwise, or that a governmental entity prohibited, delayed or refused to grant approval for entering into or the consummation of this proposed transaction or required certain conditions, limitations or restrictions in connection with such approvals; (ii) risks related to the ability of AGBA and Convoy to successfully integrate the businesses; (iii) the occurrence of any event, change or other circumstances that could give rise to the termination of the applicable transaction agreements; (iv) the risk that there may be a material adverse change with respect to the financial position, performance, operations or prospects of Convoy or AGBA; (v) risks related to disruption of management time from ongoing business operations due to the proposed transaction; (vi) the risk that any announcements relating to the proposed transaction could have adverse effects on the market price of AGBA's securities; (vii) the risk that the proposed transaction and its announcement could have an adverse effect on the ability of Convoy and AGBA to retain customers and retain and hire key personnel and maintain relationships with their suppliers and customers and on their operating results and businesses generally; (viii) the risk that the combined company may be unable to achieve cost-cutting synergies or it may take longer than expected to achieve those synergies; and (ix) risks associated with the financing of the proposed transaction. A further list and description of risks and uncertainties can be found in AGBA's Annual Report on Form 10-K for the fiscal year ending December 31, 2019 filed with the SEC, in AGBA's quarterly reports on Form 10-Q filed with the SEC subsequent thereto and in the business combination agreement to entered by the parties and proxy statement that will be filed with the SEC by the AGBA in connection with the proposed transactions, and other documents that the parties may file or furnish with the SEC, which you are encouraged to read. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those indicated or anticipated by such forward-looking statements. Accordingly, you are cautioned not to place undue reliance on these forward-looking statements. Forward-looking statements relate only to the date they were made, and AGBA, Convoy, and their subsidiaries undertake no obligation to update forward-looking statements to reflect events or circumstances after the date they were made except as required by law or applicable regulation.

Additional Information and Where to Find It

In connection with the transaction described herein, AGBA will file a Current Report on Form 8-K if a definitive business combination agreement is signed and a preliminary proxy statement, with the Securities and Exchange Commission (the “SEC”) and AGBA will file additional relevant materials with SEC. A proxy statement and a proxy card will be mailed to AGBA's shareholders as of a record date to be established for voting at the shareholders' meeting relating to the proposed transactions. Shareholders will also be able to obtain a copy of the proxy statement without charge from AGBA. The proxy statement, once available, may also be obtained without charge at the SEC's website at www.sec.gov or by writing to AGBA at Room 1108, 11th Floor, Block B, New Mandarin Plaza, 14 Science Museum Road, Tsimshatsui East, Kowloon, Hong Kong.

INVESTORS AND SECURITY HOLDERS OF AGBA ARE URGED TO READ THESE MATERIALS (INCLUDING ANY AMENDMENTS OR SUPPLEMENTS THERETO) AND ANY OTHER RELEVANT DOCUMENTS IN CONNECTION WITH THE TRANSACTIONS THAT AGBA WILL FILE WITH THE SEC WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT AGBA, CONVOY AND THE TRANSACTIONS.

Participants in Solicitation

AGBA, Convoy, certain shareholders of AGBA, and their respective directors, executive officers and employees and other persons may be deemed to be participants in the solicitation of proxies from the holders of AGBA ordinary shares in respect of the proposed transaction. Information about AGBA's directors and executive officers and their ownership of AGBA's ordinary shares is set forth in AGBA's Annual Report on Form 10-K for the year ended December 31, 2019 filed with the SEC. Other information regarding the interests of the participants in the proxy solicitation will be included in the proxy statement pertaining to the proposed transaction when it becomes available. These documents can be obtained free of charge from the sources indicated above.

Cision View original content:http://www.prnewswire.com/news-releases/agba-acquisition-limited-entered-into-a-non-binding-term-sheet-for-a-potential-acquisition-of-the-platform-business-of-convoy-301181090.html

SOURCE AGBA Acquisition Limited

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PenFed Credit Union Named 'Top Ten Military Friendly® Company for 2021' by VIQTORY Media

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TYSONS, Va., Jan. 25, 2021 /PRNewswire/ — PenFed Credit Union, the nation's second-largest federal credit union, today announced for the second year in a row it was selected by VIQTORY Media as a Top Ten Military Friendly® Company. PenFed is ninth on this year's list of Military Friendly Companies.

The independent list measures an organization's commitment and efforts in creating sustainable and meaningful career paths, community outreach, brand enthusiasm, and enduring partnerships for members of the military community. The full employers list and a profile celebrating PenFed will be published in the March 2021 issue of GIJobs Magazine®.

“PenFed is honored to once again be recognized by VIQTORY media for our commitment to the military community,” said PenFed Credit Union President/CEO and PenFed Foundation CEO James Schenck. “At PenFed, we celebrate the passion and resilience of veterans and military spouses. As our team of 2,700 financial professionals grows in 2021, we will continue our robust recruiting efforts within the military community.”

As part of an ongoing commitment to hiring and supporting the military community, PenFed operates a Military Employment Program focused on every phase of the employment lifecycle for all members of the military community – including veterans, military and surviving spouses, wounded warriors and their caregivers, Reservists and National Guardsmen.

In addition to spending 20% of its recruiting budget on hiring and retaining veterans and military spouses, PenFed collaborates with dozens of military employment organizations, as well as dozens of installation Transition Assistance Program offices, to enhance military employment efforts. Members of the military community interested in a career with a military-friendly company are encouraged to visit PenFed's designated Military Webpage. The military webpage allows members of the military community to join our military talent community and search for jobs based on their skillsets.

PenFed has a strong legacy of being a military-friendly company and donates 2% of its annual net income to charitable organizations, with the majority going to military charities. The PenFed Foundation, a national 501(c)3 founded by PenFed Credit Union, was created in 2001 and, since then, has provided more than $38.5 million in financial support to veterans, active-duty service members, families and caregivers.

About PenFed Credit Union

Established in 1935, Pentagon Federal Credit Union (PenFed) is America's second-largest federal credit union, serving over 2 million members worldwide with over $26 billion in assets. PenFed Credit Union offers market-leading certificates, checking, credit cards, personal loans, mortgages, auto loans, student loans, and a wide range of other financial services with members' interests always in mind. PenFed Credit Union is federally insured by the NCUA and is an Equal Housing Lender. To learn more about PenFed Credit Union, visit PenFed.org, like us on Facebook and follow us @PenFed on Twitter. Interested in working for PenFed? Check us out on LinkedIn. We are proud to be an Equal Employment Opportunity Employer.

Cision View original content to download multimedia:http://www.prnewswire.com/news-releases/penfed-credit-union-named-top-ten-military-friendly-company-for-2021-by-viqtory-media-301214097.html

SOURCE PenFed Credit Union

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INTENSE Cycles Adopts MSTS' Credit as a Service to Bolster Customer Payment Options

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OVERLAND PARK, Kan., Jan. 25, 2021 /PRNewswire-PRWeb/ — MSTS, a global B2B payment and credit solutions provider, today announced the launch of its Credit as a Service® (CaaS) solution for INTENSE Cycles, a leading manufacturer and retailer for mountain and racing bikes, parts, and gear. The technology will allow INTENSE Cycles to offer its dealers net terms and payment by invoice.

“In the past year, we've seen our customer base grow as more people take an interest in outdoor activities,” said Michael Ford, Director of Finance and Operations at INTENSE Cycles. “While flexible payments have always been top of mind for us, this increased demand further accelerated our need to extend credit. Given MSTS' deep expertise in serving business-to-business ecommerce and manufacturing customers, we knew they were the right trusted payments partner for INTENSE Cycles. We look forward to leveraging MSTS' technology to better serve our dealers and end customers now and into the future.”

Following the rise of stay-at-home advisories due to the COVID-19 pandemic in 2020, INTENSE Cycles saw an uptick in demand among bike enthusiasts and newcomers. Consequently, the company recognized the need for flexible payment terms and invoicing for its dealers that are increasingly purchasing larger quantities of bikes and parts. INTENSE Cycles adopted MSTS' white-labeled, payment solution which enables the extension of credit and invoicing at checkout on the company's ecommerce platform. As a result, dealers are able to bring a wider range of bikes, parts, and gear to store locations, ultimately improving the end-user purchasing experience.

“INTENSE Cycles' robust ecommerce platform showcases its true market leadership in the cycling industry,” said Brandon Spear, CEO of MSTS. “We're proud to provide the company with the technology necessary to free INTENSE Cycles from the logistics of payments processes, and instead, allow them to cultivate long-lasting relationships with its dealer network and end customers.”

To learn more about MSTS' credit and payment solutions, visit http://www.msts.com.

About MSTS

MSTS is a global leader in B2B payment and credit solutions, facilitating $6 billion in transactions per year in 17 currencies for customers in more than 190 countries. Our cutting-edge Credit as a Service® (CaaS) solution is setting the stage for the future of omni-channel B2B payments. The company specializes in payment and credit management for B2B companies across transportation, manufacturing and distribution, retail, eCommerce, and marketplaces. MSTS' Credit as a Service solution is a suite of applications and services that facilitates B2B payments by extending terms, handling invoicing and managing collections.

Media Contact

Sarah Erickson, MSTS, 312-561-2491, [email protected]

 

SOURCE MSTS

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Scholarships Available to Students in FCC Short-Term Workforce Training Programs

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FREDERICK, Md., Jan. 25, 2021 /PRNewswire-PRWeb/ — Students enrolling in non-credit courses at FCC leading to employment, licensure, or job skill enhancement are eligible to receive financial assistance through the Workforce Development Sequence Scholarship from the State of Maryland.

This scholarship is available to prospective students and those already registered in one of the specific course series for the spring semester (January 2021June 2021). Course sequences approved for these scholarships can be found here and include courses in automotive technology, child care, electrical, HVAC, welding, medical billing and coding, veterinary assistant, sterile processing, certified nursing assistant, and the Microsoft Foundation series. The maximum amount for the scholarship is $1,000.

To be eligible for this scholarship in spring 2021, students must fill out this online application and submit all required documents.

For more information, contact Treasure Mathis at [email protected].

Media Contact

Caroline Cole, Frederick Community College, (240) 629-7918, [email protected]

 

SOURCE Frederick Community College

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