Cosco Capital, Inc. (PSE:COSCO) enter into a Deed of Exchange to acquire Da Vinci Capital Holdings, Inc. (PSE:DAVIN) in a reverse merge transaction on February 19, 2021. Under the transaction, Da Vinci Capital Holdings, Inc. will issue 11,250,000,000 common shares of the company representing approximately 90.9% share capital of the company, post issuance. Under the transaction, which will carried out as share swap, 9,488,444,240 common shares of Da Vinci will be swapped with 7,499,994 common shares of Cosco in Montosco Inc., 907,885,074 common shares of Da Vinci will be swapped with 7,499,994 common shares of Cosco in Meritus Prime Distributions, Inc. and 853,670,686 common shares of Da Vinci will be swapped with 1,499,993 common shares of Cosco in Premier Wine and Spirits, Inc. Lucio Co has renamed Da Vinci Capital Holdings Inc. to The Keepers Holdings Inc. as part of this transaction.

Transaction is subject to approval from shareholders of Da Vinci and the Philippine Securities and Exchange Commission. Transaction is approved by board of Cosco. Transaction is approved by board of directors of Da Vinci.

As of May 28, 2021, the issuance and listing of 11.25 billion shares and name changing has been approved by the shareholders of Da Vinci. As of June 5, 2021, the shareholders of Cosco Capital, Inc approved the deal. Isla Lipana & Co.

has been engaged to provide the third-party ‘Fairness Opinion' on the transaction, with a supporting Valuation Report.