#Hong Kong #iClick #Amber DWM #Merger EGM #Quarry Bay

iClick Interactive to Host Extraordinary Meeting of Shareholders

iClick Interactive Asia Group Limited, traded under NASDAQ as ICLK, has officially announced plans to conduct an extraordinary general meeting (EGM) for shareholders on January 3, 2025, at 9:00 AM Hong Kong time. This significant meeting will occur at 15/F Prosperity Millennia Plaza, 663 King's Road, Quarry Bay, Hong Kong and provide shareholders with a unique opportunity to discuss and vote on crucial merger plans involving Amber DWM Holding Limited.

The forthcoming EGM is poised to focus on the transactions articulated within the Agreement and Plan of Merger, which was signed on November 29, 2024. The plan indicates that a wholly-owned subsidiary of iClick, Overlord Merger Sub Ltd., will merge with Amber DWM, a well-recognized entity in the digital wealth management sector. Upon completion of the merger, Amber DWM will remain as the surviving entity and will become a subsidiary under iClick. Shareholders of Amber DWM are expected to exchange their shares for a combination of newly issued Class A and Class B ordinary shares of iClick.

At the EGM, shareholders will also deliberate on further proposals related to the merger, including:

• - Amendment of Memorandum and Articles: A transition from the ninth amended memorandum to a tenth version will be proposed and discussed.
• - Name Change: A proposal to change the company name from iClick Interactive Asia Group Limited to Amber International Holding Limited will be on the agenda, effective immediately before the merger's completion.
• - Authorized Share Capital Variation: Shareholders will also consider a proposal regarding the re-designation of existing shares in line with the merger.

Shareholders registered by the end of business on December 18, 2024, in the Cayman Islands, will have the right to vote at this critical meeting. American Depositary Share (ADS) holders in New York will also be able to vote through their representative bank, JP Morgan Chase Bank, N.A.. Notifications regarding this event have been formally filed with the U.S. Securities and Exchange Commission (SEC), and comprehensive details will be available for review on both the SEC's website and iClick’s investor relations page.

It's essential for shareholders to examine all materials presented related to the EGM to be well-informed regarding the voting process and the implications of the merger. These documents will include not just voting instruction but also critical information regarding the company, the merger, and the anticipated benefits for all stakeholders involved.

This merger aims to leverage both companies' strengths, particularly enhancing iClick's position within the digital marketing landscape and positioning it for future growth by integrating Amber's advanced digital wealth management solutions, catering to a burgeoning market looking for secure and innovative investment opportunities. Amber Premium, identified as a premium entity in wealth management, offers exclusive services tailored for high-net-worth individuals and esteemed institutions.

As iClick steps into this new chapter, shareholders and potential investors are encouraged to consider the expected synergies, specifically in terms of technological advantages and market presence, that this merger presents. Both firms believe that the merger will open up new avenues for growth, enhancing operational efficiencies and delivering superior service offerings in a competitive market.

Investors are advised to stay updated on developments surrounding the EGM and the merger proposal and to engage with the proxy materials as they become available to ensure they fully understand the implications of these changes for their investment and the company’s future direction.

For additional information about iClick Interactive or the upcoming EGM, stakeholders may visit the company’s official investor relations site at https://ir.i-click.com for the latest updates and disclosures.