$Missfresh Limited(MF)$ Missfresh Announces Entry of Share Purchase Agreements for Financing and Business Acquisition

Aug. 03, 2023 4:05 PM ETMissfresh Limited (MF)

BEIJING, Aug. 03, 2023 (GLOBE NEWSWIRE) -- Missfresh Limited (MF), today announced that it entered into two share purchase agreements with two investors, respectively (the “Share Purchase Agreements for Financing”), and another share purchase agreement with Mejoy Infinite Limited and its shareholder (the “Share Purchase Agreement for Business Acquisition”). The entry of the Share Purchase Agreements for Financing and the Share Purchase Agreement for Business Acquisition and the transactions contemplated thereunder have been approved by the board of directors of the Company (the “Board”) and the special committee under the Board.

Under the Share Purchase Agreements for Financing, the investors agree to subscribe 5,400,000,000 Class B ordinary shares of the Company in aggregate for a total purchase price of US$27.0 million, subject to the satisfaction of certain closing conditions. Upon the completion of transactions under the Share Purchase Agreements for Financing, the new investors will hold 5,400,000,000 Class B ordinary shares of the Company, representing 88.1% of the Company’s total issued and outstanding shares. Each of the investors has agreed to irrevocably and fully delegate the voting rights of all shares issued pursuant to the Share Purchase Agreements for Financing to Mr. Zheng Xu, the chairman of the Board and chief executive officer of the Company.

Under the Share Purchase Agreement for Business Acquisition, the Company agrees to purchase all ordinary shares of Mejoy Infinite Limited held by its shareholder at an aggregate purchase price of US$12.0 million in cash, subject to the satisfaction of certain closing conditions. Pursuant to the Share Purchase Agreement for Business Acquisition, this acquisition is planned to be closed within 45 business days after the satisfaction or waiver of closing conditions or at such other time agreed in writing by the relevant parties.

Upon the closing of the Share Purchase Agreement for Business Acquisition, the Company will start to provide customized digital marketing solutions and services. “We are excited to announce this acquisition and have Mejoy as part of our Company,” said Mr. Zheng Xu, “and we believe this acquisition could take full advantage of our extensive market know-how on the online marketing and ecommerce industry.”

Mejoy Infinite Limited is a digital marketing solution provider incorporated in Hong Kong. Mejoy is dedicated to helping its clients deliver their online marketing campaigns to engage their target customers and drive higher growth of the clients’ businesses.