Nexus Tours will gain a competitive advantage to stand out in a crowded DMC marketplace amidst groups and wedding division growth.

LONDON, June 25, 2024 /PRNewswire/ — CellPoint Digital, the leading provider of payment solutions to the airline industry and a global pioneer of Payment Orchestration, has announced a new partnership with Nexus Tours, one of the world’s leading destination management companies (DMC) in the Caribbean, Central America, and North America, and part of GoNexus Group. CellPoint Digital will provide Nexus Tours with advanced payment solutions, operational simplification, and enhanced cash management strategies, elevating the customer experience.

The partnership comes as GoNexus Group significantly expands its operations within new markets. GoNexus Group, which closed out in 2023 with impressive performance, handled over 3.5 million guests and introduced several innovations to support this rapid growth, including the NexusTours App. This app, available in English and Spanish, provides comprehensive trip-planning support, online check-ins, and E-Wallet vouchers. The company also focuses on enhancing its payment infrastructure to ensure faster and more efficient transactions, which will be crucial for sustaining its growth strategy.

Through the partnership and the deployment of CellPoint Digital’s payment solutions, NexusTours, the group’s leading DMC and NexusCube, their experiences and mobility marketplace, will gain improved reach with local acquirers, easier and faster deployment of alternative payment methods (APMs), and centralised control over its payment processes, impacting its profitability and boosting customer retention.

Partners in Travel Payment Excellence 

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For CellPoint Digital, the partnership reinforces its position as the premier payment solutions provider developed for the airline and travel industries. It expands its rapidly growing portfolio of global airline, travel, and hospitality brands. 

“Both GoNexus Group and CellPoint Digital share a commitment to innovation and excellence in serving the travel sector,” says Kristian Gjerding, CEO of CellPoint Digital. “This alignment of values and industry focus made this partnership a natural fit, and we expect nothing but positive outcomes as GoNexus Group continues to grow and evolve.” 

A Renowned Travel Brand with a Vision 

Nexus Tours, NexusCube, and Nexuslab became part of the GoNexus Group when the parent brand architecture was created in February 2024. Since then, GoNexus Group have embarked on a transformative journey to create extraordinary travel experiences. Among the milestones on that journey are the partnership with CellPoint Digital and the launch of the enhanced Nexus Tours Travel Partner Portal for travel agents, both announced this month and the roll-out of the Nexus Tours App in March 2024.

“As we continue to focus on improving the customer experience, we knew we needed to commit to enhancing our payment infrastructure toward our dynamic future; CellPoint Digital had a comprehensive approach and sophisticated understanding of the travel marketplace,” says Gerard Planet, NexusTours’ Finance Corporate Senior Director. 

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For more information about CellPoint Digital and its partnership with NexusTours or to schedule an interview with Kristian Gjerding please contact Steven Osei at [email protected].

About CellPoint Digital
CellPoint Digital is a fintech leader in payment orchestration. CellPoint Digital’s main solution is a powerful Payment Orchestration Platform that optimizes digital payment transactions from cards or alternative payment methods and accelerates the deployment of new payment options. Merchants can quickly scale their payment ecosystem worldwide, unify the customer payment experience across their website, mobile apps, and other channels, optimize the routing of each transaction, increase conversion rates, and minimize payment costs. CellPoint Digital has offices in Copenhagen, Dallas, Dubai, London, Miami, Pune, and Singapore. Visit www.cellpointdigital.com to learn more. 

About GoNexus Group
GoNexus Group is a leading conglomerate in experiences and mobility travel with over 25 years of experience. GoNexus Group includes three leading brands: 

• Nexus Tours, a leading Destination Management Company (DMC);
• Nexus Cube, an innovative experiences and mobility marketplace;
• Nexus Lab is a dedicated hub for innovation, driving cutting-edge advancements in travel experiences through product development, consultancy services, and technological solutions.

Operating in 140 countries and spanning 6,600 destinations, the company offers an extensive array of services, including 30,000 mobility options, 92,000 diverse experiences, and 100,000 car rental services. Managing the travel needs of over 3 million travellers annually, GoNexus Group collaborates with more than 1,000 B2B travel partners worldwide, reinforcing its status as a global leader in the travel and tourism sector. GoNexus Group is prepared to lead in redefining the future of travel through innovation and service excellence, guided by a commitment to creating extraordinary travel experiences on a global scale.

View original content:https://www.prnewswire.co.uk/news-releases/cellpoint-digital-partners-with-nexus-tours-leader-in-destination-management-to-enhance-its-payment-infrastructure-302181141.html

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The Appointment underscores the company’s continued commitment to pioneering future-ready financial management that bridges traditional and crypto finance globally.

SINGAPORE, June 25, 2024 /PRNewswire/ — MetaComp Pte Ltd, Singapore’s leading Digital Payment Token Service Provider, licensed by the Monetary Authority of Singapore (MAS) under the MVGX Holdings (MVGXH), welcomes Ms Tin Pei Ling on board as its Co-President.

MVGXH is a licensed Singaporean fintech group with four subsidiaries focusing on digital and green sectors: MetaComp, a Major Payment Institution offering Digital Payment Token Service and Cross-border Money Transfer Service; MVGX Tech, providing end-to-end Carbon SaaS with a unique Scope 3 and advanced carbon emission factor database; Metaverse Green Exchange (MVGX), licensed by MAS with Recognised Market Operator (RMO) and Capital Market (CMS) License, focusing on Securities/Tokens backed by increasingly digital and green asset classes such as voluntary carbon credits or hash rate, as well as providing other CMS financial services such as custodian; and the Asia Green Fund (AGF), a venture capital fund managing over USD 2.8 billion in assets, investing in green impact and sustainability industries driven by green and digital technology.

Commencing on 24th June 2024, Ms Tin’s portfolio will focus on strategic partnerships and corporate development. Her appointment is expected to significantly strengthen MetaComp’s strategic partnerships, driving momentum and advancing MetaComp’s position as a leader in bridging traditional and crypto finance, paving the way for new partnerships and the growth of our client offerings.

Ms Tin brings a distinguished blend of digital and financial acumen plus industry experience in payment platforms and the financial technology space. With a MBA from Chicago Booth School, she brings both practical and theoretical understanding.

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Dr Bo Bai, Chairman and Co-Founder of MetaComp, says, “In today’s bustling fintech space, MetaComp is at the forefront of driving financial solutions that help our customers navigate money management between traditional finance and crypto finance. Technology and innovation are only part of the equation, and at MetaComp, we emphasise that our people are our DNA, serving as the compass for our clients.” 

Dr Bai adds, “We are delighted to welcome Pei Ling to the MetaComp family. Her extensive experience, coupled with her expertise in strategic development, makes her an invaluable asset to our leadership team. Her vision and drive perfectly align with our aspirations at MetaComp, and I am confident she will significantly contribute to our continued success.”

Before her tenure with MetaComp, Ms Tin held several key corporate positions, including Managing Director for Strategic Partnership & Business Development at DCS Card Centre and Chief Executive Officer of Business China, an organisation that harnesses the support of public sector and private enterprises to strengthen the ties between Singapore and China, so as to sustain and grow the global connectivity of Singapore. 

Ms Tin affirmed, “Sustainability is a global imperative and there is still much that can be done in the fintech sector to enable this. Hence, I am delighted to accept the opportunity to join MetaComp, given it being a part of the MVGXH conglomerate, a licensed fintech group specialising in green and digital assets. I look forward to doing my part in supporting sustainable finance by driving growth through partnerships and bridging traditional finance with digital assets alongside my fellow Co-President, Mr Eddie Hui.”

Eddie Hui, Co-President, and Chief Operating Officer of MetaComp, brings over twenty years of experience in the financial services sector. Formerly the Chief Operating Officer of Société Générale for Proprietary Trading, Fixed Income, Credit and FX, Prime Services, and Equity Market Making desk in Asia, Eddie oversees the ideation and execution of MetaComp’s business strategy and drives service excellence. The two Co-President’s leadership and expertise will be instrumental in driving MetaComp’s success.

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With the addition of Ms Tin Pei Ling, MetaComp, together with its parent company MVGX, aim to secure and launch a wide range of initiatives bridging traditional finance with digital assets.

For more information, please visit www.mce.sg

About MetaComp Pte Ltd

MetaComp is a leading Singapore-based digital asset platform licensed and regulated by the Monetary Authority of Singapore (MAS) under the Payment Services Act 2019. Operating under a P2B2C (platform-to-business, partners-to-clients) model, MetaComp provides its clients with an integrated end-to-end suite of services, empowering them to confidently enter the digital asset market with the much-needed safety, security, and compliance. Together with its parent company, Metaverse Green Exchange Pte. Ltd. (a MAS-licensed CMS holder permitted to carry out, inter alia, brokerage and custody services), MetaComp introduces its suite of services through CAMP by MetaComp, a regulated Client Assets Management Platform, allowing businesses to develop and scale their digital asset offerings through OTC and exchange trading services, fiat payment, digital asset custody and prime brokerage.

About MVGX Holdings

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Founded in 2018 and headquartered in Singapore, MVGX Holdings (MVGXH) is a leading digital green fintech group that provides regulated financial services and end-to-end Carbon SaaS (software as a service solution) for a more inclusive and sustainable future. Compliant by design, MVGXH’s subsidiaries hold licenses from the Monetary Authority of Singapore including the Recognised Market Operator License, Capital Market Services License and Major Payment Institution License. Enabled by its proprietary carbon SaaS software and products, its digital green exchange for voluntary carbon credits and asset-backed securities and tokens, and an impact investment arm for green technologies and infrastructure, MVGX Group strives to be a key partner for its client’s decarbonisation journeys through the stages of define, measure, mitigate, offset, certify, and finance.

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PUBLICATION AND POSTING OF AMENDED AND RESTATED OFFER DOCUMENT AND UPDATE TO THE OFFER TIMETABLE 

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION (IN WHOLE OR IN PART) IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION.

MANHATTAN BEACH, Calif., June 25, 2024 /PRNewswire/ — On 24 May 2024, Meridian Bidco LLC (“Bidco“) made an offer to acquire the entire issued and to be issued share capital of MariaDB plc (“MariaDB“) (the “Offer“) with the terms and conditions of the Offer set out in the offer document despatched and filed by Bidco as Exhibit (a)(1)(A) to the Tender Offer Statement and Rule 13e-3 Transaction Statement filed on Schedule TO with the US Securities and Exchange Commission (the “SEC“) on 24 May 2024 (the “Offer Document“).

Capitalised terms used but not defined in this announcement have the same meaning given to them in the Offer Document (as amended and restated).  

On 17 June 2024, Bidco announced that it had exercised the Rollover Withdrawal Right to withdraw the Unlisted Unit Alternative from the Offer in accordance with the terms of the Offer Document.

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Bidco today announces that an amended and restated Offer Document has been filed with the SEC to reflect the exercise of the Rollover Withdrawal Right, the withdrawal of the Unlisted Unit Alternative and certain updates to disclosures. Other than the withdrawal of the Unlisted Unit Alternative, no changes have been made to the terms and conditions of the Offer.

The amended and restated Offer Document will be made available free of charge, subject to certain restrictions relating to persons resident in Restricted Jurisdictions, on K1’s website (https://k1.com/meridian-offer-update/). 

Updated Offer Timetable

Bidco further announces the following updates to the expected timetable for the Offer:  

Event Advertisement	Time and/or Date
Acceptance Cut-off Time	1:00 p.m. (New York City time) on 9 July 2024 (unless extended) Advertisement
Acceptance Unconditional Time/End of the Pre-Acceptance Unconditional Period	5:00 p.m. (New York City time) on 9 July 2024 (unless extended)
Expiration Time/End of the Post-Acceptance Unconditional Period  Advertisement	5:00 p.m. (New York City time) on 23 July 2024 (unless extended)

A full version of the updated expected timetable is included in the amended and restated Offer Document. For the avoidance of doubt, the Acceptance Unconditional Outside Time (being 23 July 2024) has not changed. To the extent that further changes are required to the expected timetable, the revised dates and/or times will be the subject of a further announcement, which will be made available on K1’s website (https://k1.com/meridian-offer-update/). 

Enquiries

Lazard (Financial Advisor to K1 and Bidco)  Adrian Duchini, Keiran Wilson, Charles White Advertisement	Tel: +44 20 7187 2000
Haven Tower Group (Public Relations Advisor to K1) Donald Cutler, Brandon Blackwell	Tel: +1 424 317 4850

Important Notices

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The K1 Responsible Persons (being the investment committee of K1), the Bidco Officers and the Topco Officers accept responsibility for the information contained in this Announcement. To the best of the knowledge and belief of the K1 Responsible Persons, the Bidco Officers, the Topco Officers, (who have taken all reasonable care to ensure that such is the case) the information contained in this Announcement for which they have accepted responsibility is in accordance with the facts and does not omit anything likely to affect the import of such information.

Lazard Frères & Co. LLC, together with its affiliate Lazard & Co., Limited (which is authorised and regulated in the United Kingdom by the Financial Conduct Authority) (“Lazard“), is acting exclusively as financial adviser to K1 and Bidco and no one else in connection with the Offer and will not be responsible to anyone other than K1 and Bidco for providing the protections afforded to clients of Lazard nor for providing advice in relation to the Offer or any other matters referred to in this Announcement. Neither Lazard nor any of its affiliates owes or accepts any duty, liability or responsibility whatsoever (whether direct or indirect, whether in contract, in tort, under statute or otherwise) to any person who is not a client of Lazard in connection with this Announcement, any statement contained herein or otherwise.

Disclosure requirements of the Irish Takeover Rules

Under Rule 8.3(b) of the Irish Takeover Rules, if any person is, or becomes, ‘interested’ (directly or indirectly) in 1% or more of any class of ‘relevant securities’ of MariaDB, all ‘dealings’ in any ‘relevant securities’ of MariaDB or any securities exchange offeror (including by means of an option in respect of, or a derivative referenced to, any such ‘relevant securities’) must be publicly disclosed by not later than 3:30 pm (U.S. Eastern Time) on the ‘business day’ following the date of the relevant transaction. This requirement will continue until the ‘offer period’ ends. If two or more persons cooperate on the basis of any agreement either express or tacit, either oral or written, to acquire an ‘interest’ in ‘relevant securities’ of MariaDB, they will be deemed to be a single person for the purpose of Rule 8.3 of the Irish Takeover Rules.

Dealing Disclosures must also be made by any offeror and by any persons acting in concert with them in accordance with Rule 8.2 of the Irish Takeover Rules.

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In general, interests in securities arise when a person has long economic exposure, whether conditional or absolute, to changes in the price of the securities. In particular, a person will be treated as having an ‘interest’ by virtue of the ownership or control of securities, or by virtue of any option in respect of, or derivative referenced to, securities. Terms in quotation marks are defined in the Irish Takeover Rules, which can be found on the Irish Takeover Panel’s website.

Details of the offeree company in respect of whose relevant securities Dealing Disclosures must be made can be found in the Disclosure Table on the Irish Takeover Panel’s website at www.irishtakeoverpanel.ie, including details of the number of relevant securities in issue, when the offer period commenced and when any offeror was first identified. If you are in any doubt as to whether or not you are required to disclose a ‘dealing’ under Rule 8, please consult the Irish Takeover Panel’s website at www.irishtakeoverpanel.ie or contact the Irish Takeover Panel at telephone number +353 1 678 9020.

Further Information

This Announcement is for information purposes only and is not intended to, and does not, constitute an offer to sell or invitation to purchase any securities, or the solicitation of any vote or approval in any jurisdiction pursuant to the Offer or otherwise, nor shall there be any sale, issuance or transfer of securities in any jurisdiction in contravention of applicable law. In particular, this Announcement is not an offer of securities for sale into the United States. No offer of securities shall be made in the United States absent registration under the Securities Act of 1933, as amended, or pursuant to an exemption from, or in a transaction not subject to, such registration requirements. The release, publication or distribution of this Announcement in certain jurisdictions may be restricted by law and therefore persons in such jurisdictions into which this Announcement is released, published or distributed should inform themselves about and observe such restrictions.

This Announcement has been prepared for the purpose of complying with the laws of Ireland and the Irish Takeover Rules and the information disclosed may not be the same as that which would have been disclosed if this Announcement had been prepared in accordance with the laws of jurisdictions outside of Ireland.

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Overseas Shareholders

The laws of certain jurisdictions may affect the availability of the Offer to persons who are not resident in Ireland. Persons who are not resident in Ireland, or who are subject to laws of any jurisdiction other than Ireland, should inform themselves about, and observe, any applicable legal or regulatory requirements. Any failure to comply with any applicable legal or regulatory requirements may constitute a violation of the laws and/or regulations of any such jurisdiction. To the fullest extent permitted by applicable Law, the companies and persons involved in the Offer disclaim any responsibility and liability for the violation of such restrictions by any person.

Unless otherwise determined by Bidco or K1 or required by the Irish Takeover Rules, and permitted by applicable law and regulation, the Offer will not be made available, directly or indirectly, in any Restricted Jurisdiction, and the Offer will not be capable of acceptance from within a Restricted Jurisdiction where to do so would violate the laws in that jurisdiction. The release, publication or distribution of this Announcement in or into certain jurisdictions may be restricted by the laws of those jurisdictions. Accordingly, copies of this Announcement and all other documents relating to the Offer are not being, and must not be, released, published, mailed or otherwise forwarded, distributed or sent in, into or from any Restricted Jurisdiction. Persons receiving such documents (including, without limitation, nominees, trustees and custodians) should observe these restrictions. Failure to do so may constitute a violation of the securities laws of any such jurisdiction. To the fullest extent permitted by applicable Law, K1, the K1 Group and Bidco disclaims any responsibility or liability for the violations of any such restrictions by any person. MariaDB Shareholders who are in any doubt regarding such matters should consult an appropriate independent professional adviser in the relevant jurisdiction without delay. Further details in relation to overseas shareholders are contained in the Offer Document.

If you are a resident of the United States, please read the following:

This Announcement is not intended to, and does not, constitute or form part of any offer (including the Offer), invitation or the solicitation of an offer to purchase, otherwise acquire, subscribe for, tender, exchange, sell or otherwise dispose of, any securities, or the solicitation of any vote or approval in any jurisdiction, nor will there be any acquisition or disposition of the securities referred to in this Announcement in any jurisdiction in contravention of applicable Law or regulation.

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This Announcement is not a substitute for the Offer Document and the Form of Acceptance or any other document that Bidco may file with the SEC in connection with the Offer. An offer to buy MariaDB Shares has been made pursuant to a Tender Offer Statement and Rule 13e-3 Transaction Statement on Schedule TO that Bidco has filed with the SEC. MariaDB has filed a Solicitation/Recommendation Statement on Schedule 14D-9 with the SEC with respect to the tender offer. MARIADB SHAREHOLDERS ARE URGED TO READ ANY SUCH DOCUMENTS FILED WITH THE SEC CAREFULLY IN THEIR ENTIRETY IF AND WHEN THEY BECOME AVAILABLE BECAUSE THEY CONTAIN IMPORTANT INFORMATION ABOUT THE OFFER. SUCH DOCUMENTS SHOULD BE READ CAREFULLY BEFORE ANY DECISION IS MADE WITH RESPECT TO THE OFFER. Investors and MariaDB Shareholders are able to obtain free copies of these materials (if and when available) and other documents containing important information about MariaDB and the Offer once such documents are filed with the SEC through the website maintained by the SEC at http://www.sec.gov.

The Offer has been made in the United States pursuant to the Exchange Act and otherwise in accordance with the requirements of the Irish Takeover Rules. Accordingly, the Offer is subject to disclosure and other procedural requirements, including with respect to withdrawal rights, offer timetable, settlement procedures and timing of payments that may be different from those typically applicable under US domestic tender offer procedures and law. In addition, the Offer Document and any other documents relating to the Offer have been or will be prepared in accordance with the Irish Takeover Rules and Irish disclosure requirements, format and style, all of which may differ from those in the United States.

MariaDB is incorporated under the laws of Ireland. Some of the directors on the MariaDB Board at the date of this Announcement are resident in a country other than the United States. As a result, it may not be possible for United States holders of MariaDB Shares to effect service of process within the United States upon MariaDB or some of the directors of MariaDB or to enforce against any of them judgements of the United States predicated upon the civil liability provisions of the federal securities laws of the United States. It may not be possible to sue MariaDB or its officers or director(s) in a non-US court for violations of US securities laws. In addition, US holders of MariaDB Shares should be aware that, if K1 and Bidco elect to proceed pursuant to a scheme of arrangement (as described herein), the federal securities laws of the United States may not be applicable.

Publication on website

A copy of this announcement and the documents required to be published pursuant to Rule 26 of the Irish Takeover Rules will be made available, subject to certain restrictions relating to persons resident in Restricted Jurisdictions, will be made available on K1’s website (https://k1.com/meridian-offer-update/). Neither the content of any such website nor the content of any other website accessible from hyperlinks on such website is incorporated into, or forms part of, this Announcement.

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