TROOPS, Inc. enters LOI to acquire 49% interest in Y Concept Holding

TROOPS announced that its wholly-owned subsidiary, Giant Connection, entered into a Letter of Intent with Jupiter Stone Holding to acquire a 49% equity interest in Y Concept Holding, the Hong Kong parent company of The Cara Hotel, a co-living and co-working space in Malaysia. Giant Connection will acquire 49% of Jupiter Stone Holding’s 62.5% ownership in Y Concept Holding. The LOI includes a put option for the Vendor to sell the remaining 51% at a later date.The transaction will be settled through convertible notes issued by TROOPS, valued at 80% of the lower of the closing share price on the date of signing or the average closing share price over the prior 60 trading days. TROOPS retains the right to repurchase the consideration shares at the prevailing market price. This acquisition strengthens TROOPS’ business portfolio by expanding its presence in Malaysian co-living and co-working space. The transaction is subject to the following conditions: Satisfactory completion of financial and legal due diligence. Obtaining necessary regulatory approvals, including from NASDAQ and the U.S. Securities and Exchange Commission. Approval by the boards of directors of both parties. No material adverse changes in Y Concept Holding’s business operations or financial conditions. Due diligence is in progress, with definitive agreements expected to be finalized upon satisfaction of all conditions precedent.