#Hong Kong #iClick #Amber DWM #Digital Wealth Management

iClick Interactive Asia Group Limited Enters Into Merger with Amber DWM

In a groundbreaking move, iClick Interactive Asia Group Limited (NASDAQ: ICLK) has officially announced its merger with Amber DWM Holding Limited. This strategic alliance seeks to revolutionize the digital wealth management landscape in Asia by leveraging cutting-edge technologies and a robust understanding of market dynamics.

Overview of the Merger

The merger is set to be executed through a definitive Agreement and Plan of Merger, with iClick's wholly-owned subsidiary, Overlord Merger Sub Ltd., merging with Amber DWM. As a result, Amber DWM will become a subsidiary of iClick, offering its shareholders a blend of newly issued Class A and Class B ordinary shares of iClick. This transaction is conducted under exempt conditions, aligning with the Securities Act of 1933.

Mr. Jian Tang, Chairman and CEO of iClick, emphasized the transformative nature of this merger. He stated, "By integrating our expertise in data analytics and enterprise software with Amber DWM’s sophisticated digital wealth management solutions, we are unlocking synergies that integrate traditional finance with the ever-evolving digital asset ecosystem." This bold vision aims to cater primarily to corporate clients and high-net-worth individuals who value modern solutions in financial management.

Valuation and Share Allocation

The merger showcases considerable valuation, with iClick valued at $40 million and Amber DWM at an impressive $360 million, based on fully diluted equity figures. Once the merger is completed, the ownership will be predominantly with Amber DWM shareholders, holding around 90% of the combined company’s shares, while iClick shareholders will retain approximately 10% voting power. This clear distribution aligns interests between the two entities, facilitating a smooth merger process.

Additionally, a name change to "Amber International Holding Limited" is on the horizon, indicating the new unified identity post-merger. This rebranding will be accompanied by an update to the company’s articles of association, ensuring a streamlined share structure comprising only Class A and Class B shares, which protect the economic interests of both sets of shareholders.

Leadership Perspectives

Amber DWM's CEO, Wayne Huo, welcomed this merger, highlighting the complementary expertise that both companies bring to the table. He stated, “This significant milestone merges Amber Premium’s digital wealth management capabilities with iClick's innovative marketing technology, aiming to redefine the digital financial landscape.” Together, they aspire to foster growth and innovation across various sectors, particularly within the attention economy.

Looking Ahead

Both companies acknowledge the objectives of the merger and the exciting journey ahead. The finalization of this deal is contingent upon achieving several closing conditions, including shareholder and regulatory approvals. Importantly, a lock-up agreement will be enacted for Amber DWM shareholders, ensuring stability for at least 12 months post-merger.

With a long-stop date set for June 30, 2025, both organizations are focused on collaborating effectively to meet these conditions while maintaining their operational integrity during this transition.

This merger represents more than just a consolidation of services; it signifies a strategic venture that aims to elevate digital wealth management solutions to new heights, ensuring clients benefit from innovative financial products tailored to the modern economic landscape.

Conclusion

As iClick Interactive embarks on this new chapter in partnership with Amber DWM, stakeholders and clients alike are poised to witness a remarkable transformation in wealth management services. With both teams united, the future of digital finance in Asia looks promising, aiming to set a precedent in merging marketing technology with wealth management expertise.