WinVest Acquisition Corp. and EFGH have entered into an agreement under which WinVest Merger Sub I Limited, a wholly-owned subsidiary of a newly formed parent company (Pubco), will merge with and into EFGH, making EFGH a wholly-owned subsidiary of Pubco. Separately, another wholly-owned subsidiary of Pubco, WV Merger Sub II Corp., will merge with and into WinVest, with WinVest becoming a wholly-owned subsidiary of Pubco as well. EFGH shareholders will receive a total of 42,500,000 shares of Pubco in exchange for their EFGH shares, while the equityholders of WinVest will receive substantially equivalent securities of Pubco. Upon completion, Pubco will directly own both EFGH and WinVest and is expected to be the publicly traded parent company of the combined group. Dennis Ng will continue as Executive Chairman and Group CEO of the combined company. The transaction remains subject to shareholder approval and other customary closing conditions.