C07956-2023 |
Title of Each Class | Number of Shares of Common Stock Outstanding and Amount of Debt Outstanding | |
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Common | 324,620,008 |
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Subject of the Disclosure |
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DFNN Inc. to Sell all its Shares of its Subsidiary |
Background/Description of the Disclosure |
On 22 September 2023, the DFNN Board of Directors resolved to authorize the sale of the shares of DFNN's wholly-owned subsidiary, Nico Bayan Inc. The initial purchaser then assigned any and all of its rights to purchase shares of Nico Bayan in favor of Double Crown Holdings Inc. On 8 November 2023, DFNN was informed the Deed of Absolute Sale was executed and signed. |
Date of Approval by Board of Directors |
Sep 22, 2023 |
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Rationale for the transaction including the benefits which are expected to be accrued to the Issuer as a result of the transaction |
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To streamline its current technology operations reporting thus focusing on revenue generation and optimizing wholly-owned resources and improving overall profitability under the main listed company |
Date | TBA |
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Manner |
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The manner of the acquisition shall be through a contractual arrangement |
Description of the company to be acquired or sold |
Nico Bayan Inc. is engaged in the business of developing software solutions |
Number of shares to be acquired or disposed | 4,999,995 |
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Percentage to the total outstanding shares of the company subject of the transaction | 99.99 |
Price per share | 0.40 per share |
Nature and amount of consideration given or received |
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PHP2,000,000.00 |
Principle followed in determining the amount of consideration |
The amount of the purchase price was negotiated taking into consideration the business of the company. |
Terms of payment |
Payment to be made after the execution of the deed of sale of shares of stock. |
Conditions precedent to closing of the transaction, if any |
None |
Any other salient terms |
None |
Name | Nature of any material relationship with the Issuer, their directors/ officers, or any of their affiliates | |
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Double Crown Holdings Corp. | Double Crown Holdings Corp. has no material relationship with DFNN, its directors/ officers, nor any of its affiliates |
Effect(s) on the business, financial condition and operations of the Issuer, if any |
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None |
Other Relevant Information |
This amended disclosure is updated by mentioning the execution of the Deed of Absolute Sale of Shares of Stock and by amending the identity of the purchaser of the shares. |
Name | Cyrus Richard Montesa |
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Designation | Chief Legal Counsel/Chief Compliance Officer |