WeCapital Holdings, Inc.: M&A transaction — WeCapital acquires 79.98% of Perfect Solutions Group from White Knight

WeCapital Holdings, Inc.

White Knight sells 8.456B shares to WeCapital for approx. $3.7M, resulting in control change.
WeCapital now holds ~79.98% voting control; White Knight retains 1.544B shares.
Koichi Ishizuka stays as sole officer and director; no other management changes.
Sale executed under Regulation S, no directed selling efforts in U.S., to non-U.S. persons.
WeCapital majority-owned by TSM SOGO Firm Co., Ltd., controlled by Yusuke Matsuda.

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

WeCapital Holdings, Inc. underwent a change of control involving White Knight Co., Ltd. and WeCapital Co., Ltd. for approximately $3,703,704 (closed 2023-09-08).

Action: change of control
Counterparty: White Knight Co., Ltd. and WeCapital Co., Ltd.
Consideration: approximately $3,703,704
Closing: 2023-09-08

Exact text from the filing

On or about July 30, 2023, White Knight Co., Ltd., a Japanese Company, entered into an agreement with WeCapital Co., Ltd., a Japanese Company, whereas WeCapital Co., Ltd., agreed to purchase, from White Knight Co., Ltd., 8,456,000,000 shares of the Common Stock of the Issuer in exchange for approximately $3,703,704.

View on SEC.gov

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.95

WeCapital Holdings, Inc. entered into Share Purchase Agreement with White Knight Co., Ltd. valued at 8,456,000,000 shares of Common Stock for approximately $3,703,704 (effective 2023-07-30).

Action: entry
Agreement: equity purchase
Counterparty: White Knight Co., Ltd.
Value: 8,456,000,000 shares of Common Stock for approximately $3,703,704
Effective: 2023-07-30

Exact text from the filing

On or about July 30, 2023, White Knight Co., Ltd., a Japanese Company, entered into an agreement with WeCapital Co., Ltd., a Japanese Company, whereas WeCapital Co., Ltd., agreed to purchase, from White Knight Co., Ltd., 8,456,000,000 shares of the Common Stock of the Issuer in exchange for approximately $3,703,704.

View on SEC.gov

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Source: SEC EDGAR

accession 0001599916-23-000191

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