Ming Shing Group Holdings Limited Announces Closing of the Acquisition of Meals Through Seasons Limited and Issuance of Consideration Shares and Unsecured Convertible Promissory Notes
Ming Shing Group Holdings Limited (NASDAQ: PMA) closed its acquisition of Meals Through Seasons Limited on September 2, 2026, in a transaction with an aggregate consideration of US$510,000,000 paid entirely in securities, with no cash payable by the company. The consideration comprised 150,000,000 Class A ordinary shares issued at an agreed reference price of US$1.00 (US$150,000,000 value) plus US$360,000,000 of unsecured convertible promissory notes, allocated 70% to seller Hongs Smart Limited and 30% to seller Yapjianhuei Smart Limited.
Key figures
- Deal Value Usd
- 510000000
- Offering Price
- 1
- Shares Offered
- 150000000
- Cash portion
- none — consideration payable entirely in securities
- Closing date
- September 2, 2026
- Seller split
- 70% Hongs Smart Limited / 30% Yapjianhuei Smart Limited
- Conversion price
- $1.00 per share
- Notes to hongs smart
- $252,000,000
- Voting rights limitation
- 24% of fully diluted voting rights
- Annual performance tranche
- $120,000,000 each (three tranches)
- Consideration shares value
- $150,000,000
- Minimum forecast threshold
- annual NPAT must equal or exceed 50% of forecast NPAT
- Notes to yapjianhuei smart
- $108,000,000
- Convertible notes principal
- $360,000,000
AI analysis
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