AGBA TAKES FINAL STEP TOWARD COMPLETION OF TRILLER MERGER

Rhea-AI Summary

AGBA Group Holding (Nasdaq: AGBA) and Triller Corp. have announced the final steps towards completing their merger. Key points include:

• Nasdaq approval for the merger was received on October 11, 2024
• The merger is expected to be completed on October 15, 2024
• A 1-for-4 reverse stock split will take effect on October 15, 2024, to comply with Nasdaq rules
• Combined company shares will begin trading on a split-adjusted basis on October 16, 2024

The merger aims to accelerate innovation, drive rapid growth, and expand the combined company's global market presence. AGBA, established in 1993, is a multi-channel business platform offering financial services and healthcare products. Triller Corp. is an AI-powered social media and live-streaming event platform for creators.

Positive

• Merger received Nasdaq approval, indicating regulatory compliance
• Merger completion expected within days, showing progress in the deal
• Reverse stock split implemented to maintain Nasdaq compliance, potentially improving stock marketability
• Merger aims to accelerate innovation and drive rapid growth
• Combined entity expected to expand global market presence

Negative

• 1-for-4 reverse stock split may be perceived negatively by some investors
• Potential integration challenges between AGBA and Triller's diverse business models

Insights

Financial Analyst

The merger between AGBA and Triller represents a significant strategic move with potential implications for both companies and their shareholders. Key points to consider:

• The merger is set to complete on October 15, 2024, following Nasdaq approval.
• A 1-for-4 reverse stock split will be implemented to comply with Nasdaq rules, effective October 15, 2024.
• Trading on a split-adjusted basis will commence on October 16, 2024.

This merger aims to accelerate innovation and growth, potentially expanding the combined company's global market presence. However, investors should be cautious:

• Reverse stock splits often signal financial challenges and can be viewed negatively by the market.
• The success of the merger depends on effective integration and realization of synergies.
• The combined entity will face competition in the rapidly evolving digital economy and AI-powered social media space.

Shareholders should closely monitor post-merger performance and any changes in the company's financial health and market position.

Tech Expert

The AGBA-Triller merger brings together two companies with complementary technologies and market positions:

• AGBA's multi-channel business platform and machine learning capabilities
• Triller's AI-powered social media and live-streaming platform

This combination could potentially create a powerful tech ecosystem, leveraging:

• AI and machine learning for content virality and user engagement
• Cross-platform integration of financial services, healthcare products and entertainment content
• Enhanced data analytics and user targeting capabilities

However, challenges remain:

• Integrating disparate technologies and platforms can be complex and time-consuming
• The rapidly evolving AI and social media landscapes require continuous innovation
• Competing with established players in fintech, healthcare and social media will be challenging

The success of this merger will largely depend on the combined company's ability to execute its integration strategy and deliver innovative products that resonate with users across multiple verticals.

The previously announced reverse stock split to comply with Nasdaq’s rules in connection with the merger will take effect on October 15, 2024.

NEW YORK, NY / LOS ANGELES, CA , Oct. 14, 2024 (GLOBE NEWSWIRE) --  AGBA Group Holding Limited (Nasdaq: AGBA) (“AGBA” or the “Company”) and Triller Corp. (“Triller”) today announced that Nasdaq approval for their merger was received on October 11, 2024. The merger is now expected to be completed on October 15, 2024.

This merger represents the next step in AGBA and Triller’s collective strategic visions in the digital economy. The combination of AGBA and Triller will accelerate innovation, clear a path towards rapid growth and expand the combined company’s market presence globally, creating unparalleled value for all stakeholders of the company.

The 1-for-4 reverse stock split is implemented in order to remain in compliance with Nasdaq’s rules in connection with the merger with Triller Corp. (“Triller”). The combined company’s shares will commence trading on a split-adjusted basis on October 16, 2024.

About AGBA   

Established in 1993, AGBA Group Holding Limited (Nasdaq: “AGBA”) is a leading, multi-channel business platform that incorporates cutting edge machine-learning and offers a broad set of financial services and healthcare products to consumers through a tech-led ecosystem, enabling clients to unlock the choices that best suit their needs. Trusted by over 400,000 individual and corporate customers, the Group is organized into four market-leading businesses: Platform Business, Distribution Business, Healthcare Business, and Fintech Business.

For more information, please visit www.agba.com.

About Triller Corp.     
Triller Corp. is a next generation, AI-powered, social media and live-streaming event platform for creators. Pairing music culture with sports, fashion, entertainment, and influencers through a 360-degree view of content and technology, Triller Corp. uses proprietary AI technology to push and track content virally to affiliated and non-affiliated sites and networks, enabling them to reach millions of additional users. Triller Corp. additionally owns Triller Sports, Bare-Knuckle Fighting Championship (BKFC); Amplify.ai, a leading machine-learning, AI platform; and TrillerTV, a premier global PPV, AVOD, and SVOD streaming service.

For more information, visit www.triller.co.

Investor Relations:     
Bethany Lai
ir@agba.com

Safe Harbor Statement
This press release contains forward-looking statements as defined by the Private Securities Litigation Reform Act of 1995. Forward-looking statements include statements concerning plans, objectives, goals, strategies, future events or performance, and underlying assumptions and other statements that are other than statements of historical facts. When the Company uses words such as “may,” “will,” “intend,” “should,” “believe,” “expect,” “anticipate,” “project,” “estimate” or similar expressions that do not relate solely to historical matters, it is making forward-looking statements. Forward-looking statements are not guarantees of future performance and involve risks and uncertainties that may cause the actual results to differ materially from the Company’s expectations discussed in the forward-looking statements. These statements are subject to uncertainties and risks including, but not limited to, the following: the closing of the merger; the expected date of the merger; the market effective date of the Company’s actions; the Company’s goals and strategies; the Company’s future business development; product and service demand and acceptance; changes in technology; economic conditions; the outcome of any legal proceedings that may be instituted against us following the consummation of the business combination; expectations regarding its strategies and future financial performance, including its future business plans or objectives, prospective performance and opportunities and competitors, revenues, products, pricing, operating expenses, market trends, liquidity, cash flows and uses of cash, capital expenditures, and its ability to invest in growth initiatives and pursue acquisition opportunities; reputation and brand; the impact of competition and pricing; government regulations; fluctuations in general economic and business conditions in Hong Kong and the international markets the Company plans to serve and assumptions underlying or related to any of the foregoing and other risks contained in reports filed by the Company with the SEC, the length and severity of the recent coronavirus outbreak, including its impacts across its business and operations. For these reasons, among others, investors are cautioned not to place undue reliance upon any forward-looking statements in this press release. Additional factors are discussed in the Company’s filings with the SEC, which are available for review at www.sec.gov. The Company undertakes no obligation to publicly revise these forward–looking statements to reflect events or circumstances that arise after the date hereof.

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FAQ

When will the AGBA and Triller merger be completed?

The merger between AGBA Group Holding (Nasdaq: AGBA) and Triller Corp. is expected to be completed on October 15, 2024.

What is the reverse stock split ratio for AGBA (Nasdaq: AGBA) and when will it take effect?

AGBA Group Holding (Nasdaq: AGBA) will implement a 1-for-4 reverse stock split, which will take effect on October 15, 2024.

When will AGBA's (Nasdaq: AGBA) shares start trading on a split-adjusted basis after the Triller merger?

The combined company's shares will commence trading on a split-adjusted basis on October 16, 2024, following the merger and reverse stock split.

What are the main goals of the merger between AGBA (Nasdaq: AGBA) and Triller?

The merger aims to accelerate innovation, drive rapid growth, and expand the combined company's global market presence, creating value for all stakeholders.