8-K
filed November 23, 2022, 6:59 PM ET
ticker EUDA
CIK 0001847846
M&A
confidence high
sentiment neutral
materiality 0.75
EUDA Health Holdings Ltd (EUDA): M&A transaction — EUDA Health completes business combination with 8i Acquisition 2 Corp.; now public on Nasdaq
EUDA Health Holdings Ltd
- Business combination closed Nov 17, 2022; 8i Acquisition 2 renamed EUDA Health Holdings Limited.
- Ordinary shares and warrants trade on Nasdaq under EUDA and EUDAW; prior symbols LAX, LAXXW, etc. delisted.
- Watermark Developments holds 38.5% of 22.4M outstanding shares; Meng Dong (James) Tan holds 23.4%.
- Lock-up agreement: Seller and designees cannot dispose of Lockup Shares for 18 months post-closing.
- Auditor changed from UHY to Marcum Asia CPAs LLP effective after closing.
Key facts
Extracted from this filing and checked against the source text.
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.95
EUDA Health Holdings Ltd: Company ceased to be a shell company as of the Closing.
- Change
- shell status
Exact text from the filing
the Company ceased to be a shell company (as defined in Rule 12b-2 of the Exchange Act) as of the Closing.
View on SEC.gov
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.95
EUDA Health Holdings Ltd: Changed the fiscal year to end on December 31.
- Change
- fiscal year change
Exact text from the filing
Following the Closing, the Company changed its fiscal year to end on December 31.
View on SEC.gov
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.95
EUDA Health Holdings Ltd: Board adopted a new Code of Business Conduct and Ethics (effective 2022-11-17).
- Change
- code of ethics
- Effective
- 2022-11-17
Exact text from the filing
on November 17, 2022, the Board considered and adopted a new Code of Business Conduct and Ethics (the “Code of Ethics”).
View on SEC.gov
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.95
EUDA Health Holdings Ltd: Adopted Amended and Restated Memorandum and Articles of Association, effective as of the Closing Date.
- Change
- charter amendment
Exact text from the filing
8i Acquisition 2 Corp. changed its name to EUDA Health Holdings Limited and adopted the Amended and Restated Memorandum and Articles of Association, effective as of the Closing Date.
View on SEC.gov
M&A Transactions
SEC 8-K Item 2.01/5.01
confidence 0.9
EUDA Health Holdings Ltd completed an acquisition involving Watermark Developments Limited (closed 2022-11-17).
- Action
- acquisition
- Counterparty
- Watermark Developments Limited
- Closing
- 2022-11-17
Exact text from the filing
On November 17, 2022 (the "Closing Date" ), EUDA Health Holdings Limited, a British Virgin Islands business company (formerly known as 8i Acquisition 2 Corp.) (the "Company" ), consummated the previously announced business combination contemplated by the Share Purchase Agreement (the "SPA" ) between 8i Acquisition 2 Corp., a BVI business company ( "8i" ), EUDA Health Limited, a British Virgin Islands business company ( "EUDA" ), Watermark Developments Limited, a British Virgin Islands business company ( "Watermark" or the "Seller" ), and Kwong Yeow Liew, dated April 11, 2022 and amended May 30, 2022, June 10, 2022, and September 7, 2022.
View on SEC.gov
Material Agreements
SEC 8-K Item 1.01/1.02
confidence 0.7
EUDA Health Holdings Ltd entered into Lock-up Agreements with the Seller and its designees.
- Action
- entry
- Counterparty
- the Seller and its designees
Exact text from the filing
the Seller and its designees entered into lock-up agreements agreeing, subject to certain exceptions, not to (i) offer, sell contract to sell, pledge or otherwise dispose of, directly or indirectly, any Lockup Shares
View on SEC.gov
Material Agreements
SEC 8-K Item 1.01/1.02
confidence 0.7
EUDA Health Holdings Ltd entered into Seller Release with Seller.
- Action
- entry
- Agreement
- settlement
- Counterparty
- Seller
Exact text from the filing
ith certain existing stockholders of the Company and with the Seller with respect to their shares of the Company acquired before or pursuant to the Share Purchase, and including the shares issuable on conversion of the warrants issued to the Sponsor in connection with
View on SEC.gov
Material Agreements
SEC 8-K Item 1.01/1.02
confidence 0.9
EUDA Health Holdings Ltd amended Amended and Restated Registration Rights Agreement with certain existing stockholders of the Company and with the Seller.
- Action
- amendment
- Counterparty
- certain existing stockholders of the Company and with the Seller
Exact text from the filing
the Company entered into an amended and restated registration rights agreement (as amended, the “Amended and Restated Registration Rights Agreement”)
View on SEC.gov
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