PROFICIENT ALPHA ACQUISITION CORP COM (PAAC)

[namah sivaya]

all the chinese financials are going big time!! JRJC WINS JFIN LYL

PAAC should be next since it is Lion Financial!!!

About Lion Financial Group Limited

Lion operates state-of-the-art trading platforms that offer a wide spectrum of products and services, with a focus on Chinese investors. Lion’s products and services include (i) contract-for-difference (CFD) trading service, (ii) insurance agency service, (iii) futures brokerage service, (iv) securities brokerage service and (v) asset management service. Lion enables these services through a variety of applications available on iOS, Android, PC and Mac platforms. Lion’s clients are concentrated on well-educated and affluent Chinese investors residing inside and outside the PRC (other than in the United States), as well as institutional clients in Hong Kong that use its futures brokerage service.

https://www.globenewswire.com/news-release/2020/03/11/1998447/0/en/Proficient-Alpha-Acquisition-Corp-and-Lion-Financial-Group-Limited-Announce-Execution-of-Definitive-Business-Combination-Agreement.html

roficient Alpha Acquisition Corp., a Nevada corporation (“Proficient”) (NASDAQ:PAAC) and special purpose acquisition company formed for the purpose of entering into a business combination, and Lion Financial Group Limited, a British Virgin Islands corporation (“Lion”) and Hong Kong-based diversified financial services company, announced today they have entered into a definitive business combination agreement (the “BCA”) for a transaction valued at approximately $125 million.

Stephen Sze, Proficient’s CEO said “It’s my great pleasure to announce today that Proficient and Lion Financial Group will merge to create a premier financial services provider. The combined company will have the passion and capabilities to compete more effectively and profitably in the global marketplace. The goal can be achieved as a result of integration of our competitive advantages.”

“Since the founding of our company four years ago, Lion has been a disruptive force and delivered top-of-the-class tools and services to our clients.” said Mr. Jian Wang, Chairman of Lion. “By becoming a public company, we will be able to leverage our unique business model on a much larger scale, catapulting our business into an exciting new phase of growth toward a major brand name in the financial services industry.”

Pursuant to the BCA, at the closing of the transactions, a newly formed Cayman Islands holding company (“Pubco”) will acquire 100% of the issued and outstanding shares of Lion in exchange for newly issued shares of Pubco, and Proficient will merge with a newly formed subsidiary of Pubco, pursuant to which each Proficient securityholder will receive in exchange for their Proficient securities a substantially equivalent security of Pubco (the “Transaction”). Following the Transaction, each of Proficient and Lion will become a wholly-owned subsidiary of Pubco. The Transaction closing is subject to customary conditions and is currently expected to occur in the second calendar quarter of 2020.

The value of the Pubco shares to be issued to the Lion shareholders at the closing will be based on an enterprise value of Lion of $125 million, subject to adjustment based on Lion’s net debt, transaction expenses and working capital as of the closing. In the Transaction, certain Lion shareholders currently owning approximately 75% of the issued and outstanding capital shares of Lion will receive new Pubco Class B stock entitling them to 10 votes per share. Assuming no redemption by Proficient shareholders and no purchase price adjustments, immediately following the closing, the current shareholders of Lion and Proficient are expected to hold approximately 44% and 56% of the economic value of the issued and outstanding shares of Pubco, respectively. Holders of the Pubco Class B stock collectively are expected to hold a majority of the voting power of Pubco following the closing. As part of the transaction, 45% of the Pubco shares being issued to Lion shareholders in the form of Pubco Class B stock will be placed into escrow, with 15% to be used to satisfy post-closing purchase price adjustments and indemnification claims and 30% subject to vesting upon Lion satisfying certain net income milestones. All cash remaining in Proficient at the closing of the Transaction after paying off transaction expenses and Proficient liabilities is expected to be used for Lion’s growth.

Following the closing of the Transaction, the Pubco will be led by Lion’s current management team, with Mr. Wilson (Chunning) Wang as Chief Executive Officer, Mr. Hua Luo as Chief Operating Officer, and Mr. Jian Wang as Chairman of the Board of Directors. Lion will remain headquartered in Hong Kong.