UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of November 2024
Commission File Number: 001-41734
Prestige Wealth Inc.
Suite 3201, Champion Tower
3 Garden Road, Central
Hong Kong
(Address of principal executive office)
Indicate by check mark whether the registrant
files or will file annual reports under cover of Form 20-F or Form 40-F:
Form 20-F ☒ Form
40-F ☐
On November 5, 2024, Prestige Wealth Inc. (the
“Company”) entered into a definitive acquisition agreement, pursuant to which the Company will purchase all shares of InnoSphere
Tech Inc., a company incorporated under the laws of the British Virgin Islands. The total purchase price is US$2,100,000, subject to customary
closing purchase price adjustments, in the form of 3,500,000 newly issued Class B ordinary shares of the Company at a price per Class
B ordinary share of US$0.60 to the seller and key employees of InnoSphere Tech. The Company will also grant warrants to purchase 2,625,000
Class A ordinary shares of the Company at an exercise price per share equal to US$0.72 to the seller parties. The warrants will become
exercisable on the six-month anniversary of the issuance date and will expire on the fifth anniversary from the date on which they become
exercisable. In addition, key employees will be retained and continue to be employed by InnoSphere Tech after closing of the transaction.
The acquisition agreement also includes a third-year period non-competition and non-solicitation covenants from the seller parties. The
transaction is expected to close in the fourth quarter of 2024.
In addition, the Company completed its acquisition
of all shares of SPW Global Inc., a company incorporated under the laws of the British Virgin Islands, which in turn wholly owns Wealth
AI PTE LTD. or Wealth AI, a company incorporated under the laws of Republic of Singapore.
EXHIBIT INDEX
SIGNATURES
Pursuant to the requirements of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
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Prestige Wealth Inc. |
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| Date: November 8, 2024 |
By: |
/s/ Hongtao Shi |
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Name: |
Hongtao Shi |
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Title: |
Chief Executive Officer, Director, and
Chairman of the Board of Directors |
Exhibit 99.1
Prestige Wealth Inc. Announces Acquisitions
of InnoSphere Tech and Closing of Acquisition of Wealth AI
Hong Kong, November 8,
2024 /GlobeNewswire/ -- Prestige Wealth Inc. (NASDAQ: PWM) (“PWM”, or the “Company”), a wealth management and
asset management services provider based in Hong Kong, today announced that, on November 5, 2024, it entered into a definitive acquisition
agreement pursuant to which PWM will purchase all shares of InnoSphere Tech Inc.(“InnoSphere Tech”), a company incorporated
under the laws of the British Virgin Islands. The total purchase price is US$2,100,000, subject to customary closing purchase price adjustments,
in the form of 3,500,000 newly issued Class B ordinary shares of the Company at a price per Class B ordinary share of US$0.60 to the seller
and key employees of InnoSphere Tech. The Company will also grant warrants to purchase 2,625,000 Class A ordinary shares of the Company
at an exercise price per share equal to US$0.72 to the seller parties. The warrants will become exercisable on the six-month anniversary
of the issuance date and will expire on the fifth anniversary from the date on which they become exercisable. In addition, key employees
will be retained and continue to be employed by InnoSphere Tech after closing of the transaction. The acquisition agreement also includes
a third-year period non-competition and non-solicitation covenants from the seller parties. The acquisition of InnoSphere Tech is expected
to close in the fourth quarter of 2024 and will enhance PWM’s technology strength in artificial intelligence space and facilitate
PWM’s development of AI-driven technology services to business clients in wealth management area.
PWM also announced that,
on November 4, 2024, it completed its acquisition of all shares of SPW Global Inc., a company incorporated under the laws of the British
Virgin Islands, which in turn wholly owns Wealth AI PTE LTD. or Wealth AI, a company incorporated under the laws of Republic of Singapore.
About Prestige Wealth Inc.
Prestige Wealth Inc. is a wealth management and
asset management services provider based in Hong Kong, assisting its clients in identifying and purchasing well-matched wealth management
products and global asset management products. With a focus on quality service, the Company has retained a loyal customer base consisting
of high-net-worth and ultra-high-net-worth clients in Asia. Through the Company’s wealth management service, it introduces clients
to customized wealth management products and provides them with tailored value-added services. The Company provides asset management services
via investment funds that it manages and also provides discretionary account management services and asset management-related advisory
services to clients. For more information, please visit the Company’s website: http://ir.prestigewm.hk.
About InnoSphere Tech
InnoSphere Tech is a technology company that leverages
its advantages in web scraping technology to collect data on finance, wealth management, and related industries according to international
standards. Through the accumulation and processing of large amounts of data, its system can train a specialized large model tailored for
the wealth management industry, providing robust foundational support to clients in the financial sector that surpasses traditional general-purpose
large models.
About Wealth AI
Wealth AI is a company based in Singapore that
offers personalized, cost-effective wealth management solutions using artificial intelligence. Founded by AI experts from top technology
companies in 2022, Wealth AI is dedicated to the transformative potential of artificial intelligence in wealth management.
Forward-Looking Statements
Certain statements in this announcement are forward-looking
statements. These forward-looking statements involve known and unknown risks and uncertainties and are based on the Company’s current
expectations and projections about future events that the Company believes may affect its financial condition, results of operations,
business strategy and financial needs. Investors can find many (but not all) of these statements by the use of words such as “approximates,”
“believes,” “hopes,” “expects,” “anticipates,” “estimates,” “projects,”
“intends,” “plans,” “will,” “would,” “should,” “could,” “may”
or other similar expressions in this press release. They include statements about the Company’s plans for the business of InnoSphere
Tech and Wealth AI; anticipated financial and other results from the acquisition of InnoSphere Tech and Wealth AI and its integration
into PWM; expectations regarding revenue and cost synergies resulting from the acquisition; discussion of other strategic initiatives
and related actions; and beliefs, expectations, intentions and strategies, among other things. Forward-looking statements are based on
management’s current beliefs, expectations and assumptions, and involve a number of known and unknown risks and uncertainties, many of
which are out of PWM’s control.
The Company undertakes no obligation to update
or revise publicly any forward-looking statements to reflect subsequent occurring events or circumstances, or changes in its expectations,
except as may be required by law. Although the Company believes that the expectations expressed in these forward-looking statements are
reasonable, it cannot assure you that such expectations will turn out to be correct, and the Company cautions investors that actual results
may differ materially from the anticipated results and encourages investors to review other factors that may affect its future results
in the Company’s filings with U.S. Securities and Exchange Commission.
For more information, please contact:
Prestige Wealth Inc.
Investor Relations Department
Email: ir@prestigefh.com
Prestige Wealth (NASDAQ:PWM)
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Prestige Wealth (NASDAQ:PWM)
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부터 11월(11) 2023 으로 11월(11) 2024
