OMS Energy Technologies (OMSE) Registration Filing summary

Risk factors and disclosures

• Cayman Islands law allows broad indemnification of directors and officers, except in cases of fraud or willful misconduct.

• Underwriting agreements provide for indemnification of executive officers and directors for certain liabilities.

• SEC considers indemnification for Securities Act liabilities unenforceable as a matter of public policy.

• Representations and warranties in agreements are for risk allocation and may differ from securities law materiality standards.

Management team and governance

• How Meng Hock serves as Executive Director, Chairman of the Board, and CEO.

• Kevin Yeo is Chief Financial Officer and principal financial and accounting officer.

• Ng Tse Meng is a Non-Executive Director.

• Independent director agreements are in place with Chung Yew Pong, Esther Teh Oun Pheng, and Datuk Loo Took Gee.

Offering details and pricing

• Registration statement filed as Form F-1 for a proposed public offering in the U.S.

• Securities to be offered as soon as practicable after the effective date.

• Convertible notes totaling $5,000,000 may convert to shares at a 40% discount to IPO price or lower, based on pre-money valuation.

• Share capital reorganized and increased to 500,000,000 ordinary shares of $0.0001 par value each.

• As of the prospectus date, 38,745,000 ordinary shares are issued and outstanding.