Kaixin Auto Holdings Announces Entry into a Definitive Share Purchase Agreement with Shareholders of Haitaoche Limited
January 04 2021 - 6:00AM
Kaixin Auto Holdings (“Kaixin” or the “Company”) (NASDAQ: KXIN)
today announced that it has entered into a definitive share
purchase agreement (the “Share Purchase Agreement”) with the
shareholders (the “Sellers”) of Haitaoche Limited (“Haitaoche”) on
December 31, 2020.
The Share Purchase Agreement supersedes a binding term sheet
between Kaixin and Haitaoche, which was announced on November 5,
2020. Pursuant to the Share Purchase Agreement, Kaixin will acquire
100% of the share capital of Haitaoche from the Sellers (the
“Acquisition”). As consideration for the Acquisition, Kaixin will
issue an aggregate of 74,035,502 ordinary shares to the
Sellers.
Because the Acquisition is a transaction whereby the Company
combines with a non-Nasdaq entity resulting in a change of control
of the Company, the Company is required is apply for initial
listing in connection with the Acquisition pursuant to Rule 5110(a)
of the Nasdaq Stock Market. Subject to the approval by Nasdaq and
other closing conditions, the Company anticipates that the
Acquisition will close by March 31, 2021.
The Company will file a current report on Form 6-K with the
Securities Exchange Commission (the “SEC”), which will include as
exhibits (i) the Share Purchase Agreement, (ii) Haitaoche’s audited
consolidated financial statements for the years ended December 2018
and 2019 and unaudited consolidated financial statements for the
six months ended June 30, 2020; and (iii) unaudited pro forma
condensed combined balance sheet as of June 30, 2020 combining the
unaudited consolidated balance sheets of Kaixin and Haitaoche as of
June 30, 2020, giving effect to the Acquisition as if it had been
consummated as of that date.
Haitaoche is a China-based online retail platform for imported
automobiles. With enhanced governmental policy support for new
energy vehicles and recent innovative technological development,
the auto industry is ushering in an era of major business model
breakthroughs and opportunities. Haitaoche is committed to
developing into China's leading innovative automotive retail
trading platform. Having established good performance record and
reputation in the field of import car sales in the past years,
Haitaoche is expanding its sales system into the field of electric
vehicles. It has reached into cooperation intentions with a number
of electric vehicle suppliers to cater to diversified demands of
consumer groups. It’s also in the process of setting up strategic
cooperative arrangements with well-known Chinese automobile
manufacturers to design and launch customized electric vehicles in
order to tap into the huge potentials of the new automobile market
in China, while following and exploring the commercial application
of autonomous driving in electric vehicles.
Haitaoche is led by its founders, Mr. Mingjun Lin and Mr. Yun
Wu. Mr. Lin was also appointed as Kaixin’s acting chief executive
office on November 3, 2020.
Safe Harbor StatementThis
announcement contains forward-looking statements. These statements
are made under the “safe harbor” provisions of the U.S. Private
Securities Litigation Reform Act of 1995. These forward-looking
statements can be identified by terminology such as “will,”
“expects,” “anticipates,” “future,” “intends,” “plans,” “believes,”
“estimates” and similar statements. Kaixin may also make written or
oral forward-looking statements in its filings with the SEC, in its
annual report to shareholders, in press releases and other written
materials and in oral statements made by its officers, directors or
employees to third parties. Statements that are not historical
facts, including statements about Kaixin’s beliefs and
expectations, are forward-looking statements. Forward-looking
statements involve inherent risks and uncertainties. A number of
factors could cause actual results to differ materially from those
contained in any forward-looking statement, including but not
limited to the following: our goals and strategies; our future
business development, financial condition and results of
operations; the expected growth of the social networking site
market in China; our expectations regarding demand for and market
acceptance of our services; our expectations regarding the
retention and strengthening of our relationships with used auto
dealerships; our plans to enhance user experience, infrastructure
and service offerings; competition in our industry in China; and
relevant government policies and regulations relating to our
industry. Further information regarding these and other risks is
included in our other documents filed with the SEC. All information
provided in this press release and in the attachments is as of the
date of this press release, and Kaixin does not undertake any
obligation to update any forward-looking statement, except as
required under applicable law.
For more information, please
contact:Investor RelationsKaixin Auto HoldingsTel: +86
(10) 8448-1818Email: ir@kaixin.com
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