BIMI Holdings Inc.: M&A transaction — BIMI closes acquisition of Phenix Bio for $180K cash and performance-contingent stock

BIMI Holdings Inc.

Transaction closed March 15, 2023; seller is Chairman Mr. Fnu Oudom (related party).
Total consideration: $180,000 cash paid plus up to 5,270,000 shares of common stock.
270,000 shares subject to shareholder approval; 5,000,000 shares issuable if Phenix generates ≥$2.5M net profit in 2023.
Shares issued in reliance on exemption from registration under Section 4(a)(2) of the Securities Act.

Key facts

Extracted from this filing and checked against the source text.

M&A Transactions SEC 8-K Item 2.01/5.01 confidence 0.9

BIMI Holdings Inc. completed an acquisition involving Mr. Fnu Oudom for $180,000 in cash, plus 5,270,000 shares of the Company’s common stock (closed 2023-03-15).

Action: acquisition
Counterparty: Mr. Fnu Oudom
Consideration: $180,000 in cash, plus 5,270,000 shares of the Company’s common stock
Closing: 2023-03-15

Exact text from the filing

100% of equity interests in Phenix were transferred to the Company and the closing consideration was paid. The aggregate purchase price for the equity interests in Phenix was $180,000 in cash, which has been paid, plus 5,270,000 shares of the Company’s common stock, of which 270,000 shares shall be issued upon the approval of the issuance by the Company’s

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Source: SEC EDGAR

accession 0001213900-23-020340

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