Merdeka Financial Group Limited announced a private placement of convertible bonds for gross proceeds of HKD 91,000,000 on November 14, 2022. The transaction will include participation from returning investor Team Sunny International Holdings Limited. The company has entered into a conditional subscription agreement with investors in the transaction.

The bonds are zero coupon and convertible into 489,247,311 common shares and due on August 12, 2024. The conversion price per conversion share for HKD 36,000,000 of the principal amount of the convertible bonds for the period from the date of issue of the convertible bonds up to and including May 21, 2023 shall be HKD 0.903 per conversion share and for the period from May 22, 2023 up to and including the maturity date shall be HKD 0.186 per conversion share and conversion price per conversion share for HKD 55,000,000 of the principal amount of the convertible bonds for the period from the date of issue of the convertible bonds up to and including August 12, 2023 shall be HKD 0.90 per conversion share and for the period from August 13, 2023 up to and including the maturity date shall be HKD 0.186 per conversion share. The convertible bonds may be transferred or assigned in whole or in part in integral multiples of HKD 500,000 by the holder of the convertible bonds to any party, save and except that the convertible bonds shall not be transferred to a connected person of the company unless with the prior written consent of the company.

The obligations of the company under the convertible bonds are unsecured. The transaction has been approved by board of directors and subject to approval of shareholders in extraordinary general meeting.