BEIJING, Nov. 1, 2019 /PRNewswire/ -- Huitao Technology Co., Ltd. (Nasdaq CM: HHT) (the "Company"), a company primarily focused on engineering, producing, servicing, delivering and pumping a comprehensive range of advanced ready-mix concrete materials for construction projects, announced today that it has entered into a non-binding Letter of Intent ("LOI") with Sunway Kids International Education Group Ltd Inc. ("Sunway Kids"), an education provider headquartered in China.
Pursuant to the terms of the LOI, HHT will acquire 100% of the outstanding shares of Sunway Kids from its shareholders. As the transaction proceeds, the Company will publicly disclose required information either through press releases or SEC filings, as appropriate.
Mr. Yang (Sean) Liu, the Chief Executive Officer of HHT stated, "we are very happy to pursue an acquisition of Sunway Kids International Education Group, which is a renowned education institution in China with an expert team experienced in early childhood development. It has been our plan to enter into new markets and restructure our business through merger and acquisition. We are now signing this Letter of Intent to officially kick off the valuation and due diligence process and looking forward to a successful deal with Sunway Kids and a smooth reorganization. Once the due diligence is completed, we'll start the process of entering into a definitive agreement."
Mr. Jun Lu, Chief Executive Officer of Sunway Kids, stated, "We believe that merging with HHT and becoming part of a Nasdaq-listed company will allow Sunway to expedite its business expansion in China's educational servicing market, gain additional opportunities to raise capital, and better motivate our highly skilled professional team. Sunway Kids is expected to leverage the US capital market to advance its AI and robotic technology being provided to Chinese educators and grow to a significant player in this emerging sector."
Completion of the transaction is subject to due diligence investigations by the relevant parties, the negotiation and execution of a definitive share exchange agreement, satisfaction of the conditions negotiated therein including the approval of the Company's Board of Directors and shareholders, approval by NASDAQ of the post-transaction entity's new listing application, and the satisfaction of other customary closing conditions. There can be no assurance that a definitive agreement will be entered into or that the proposed transaction will be consummated. Further, readers are cautioned that those portions of the LOI that describe the proposed transaction, including the consideration to be issued therein, are non-binding.
About Huitao Technology Co., Ltd.
The Company is a holding company whose primary business operations are conducted through its wholly-owned subsidiaries Xin Ao Construction Materials, Inc. and Beijing Ao Hang Construction Materials Technology Co., Ltd., and our variable interest entity, Beijing Xin Ao Concrete Group and its subsidiaries. The Company engages in the production of advanced construction materials for large scale infrastructure, commercial and residential developments. The Company is primarily focused on engineering, producing, servicing, delivering and pumping a comprehensive range of advanced ready-mix concrete materials for highly technical, large scale, and environmentally-friendly construction projects. Ready-mixed concrete products are important building materials that are used in a vast majority of commercial, residential and public works construction projects. We are committed to conducting our operations with an emphasis on the extensive use of recycled waste materials, extending product life, the efficient production of our concrete materials with minimal energy usage, minimal dust and air pollution, and innovative products, methods and practices. For more information, please visit http://www.china-acm.com.
About Sunway Kids Investment Holdings Limited
Sunway Kids Investment Holding Limited is an education and health service provider for children in China. With years of experience in the education, health and technology areas, and its extensive network of relations with day-cares and preschools, it helps schools in increasing education quality as well as derivative revenues by providing targeted courses and AI lessons for kids. It is also specialized in providing solutions to parents concerned about helping their children learn effectively through promoting family-use robotic products. It aims to be one of the leading platforms for Chinese families to share information and services for education and health.
Certain statements made herein are "forward-looking statements" within the meaning of the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements may be identified by the use of words such as "anticipate", "believe", "expect", "estimate", "plan", "outlook", and "project" and other similar expressions that predict or indicate future events or trends or that are not statements of historical matters. Such forward-looking statements include timing of the proposed transaction; the business plans, objectives, expectations and intentions of the parties once the transaction is complete, and HHT's estimated and future results of operations, business strategies, competitive position, industry environment and potential growth opportunities. These forward-looking statements reflect the current analysis of existing information and are subject to various risks and uncertainties. As a result, caution must be exercised in relying on forward-looking statements. Due to known and unknown risks, our actual results may differ materially from our expectations or projections. All forward-looking statements attributable to the Company or persons acting on its behalf are expressly qualified in their entirety by these factors. Other than as required under the securities laws, the Company does not assume a duty to update these forward-looking statements.
The following factors, among others, could cause actual results to differ materially from those described in these forward-looking statements: the occurrence of any event, change or other circumstances that could give rise to the terms of the LOI not hereafter being memorialized in a definitive agreement; the outcome of any legal proceedings that have been, or will be, instituted against HHT or other parties to the LOI following announcement of the LOI and transactions contemplated therein; the ability of HHT to meet NASDAQ listing standards following the transaction and in connection with the consummation thereof; the inability to complete the transactions contemplated by the LOI due to the failure to obtain approval of the stockholders of HHT or other closing conditions to; risks that the proposed transaction disrupts current plans and operations and the potential difficulties in employee retention as a result of the announcement of the LOI and consummation of the transaction described therein; costs related to the proposed acquisition; changes in applicable laws or regulations; the ability of the combined company to meet its financial and strategic goals, due to, among other things, competition, the ability of the combined company to grow and manage growth profitability, maintain relationships with customers and retain its key employees; the possibility that the combined company may be adversely affected by other economic, business, and/or competitive factors; and other risks and uncertainties described herein, as well as those risks and uncertainties discussed from time to time in other reports and other public filings with the Securities and Exchange Commission (the "SEC") by HHT.
Additional information concerning these and other factors that may impact our expectations and projections will be found in our periodic filings with the SEC, including our Annual Report on Form 20-F for the fiscal year ended June 30, 2019. HHT's SEC filings are available publicly on the SEC's website at www.sec.gov. HHT disclaims any obligation to update the forward-looking statements, whether as a result of new information, future events or otherwise.
This press release is not a proxy statement or solicitation of a proxy, consent or authorization with respect to any securities or in respect of the proposed transaction and shall not constitute an offer to sell or a solicitation of an offer to buy the securities of HHT or Sunway Kids International Education Group Ltd, Inc., nor shall there be any sale of any such securities in any state or jurisdiction in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of such state or jurisdiction. No offer of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended.
Additional Information about the Transaction and Where to Find It
In connection with the proposed transaction, HHT will file a preliminary proxy statement with the SEC and will mail a definitive proxy statement and other relevant documents to its stockholders. Investors and security holders of HHT are advised to read, when available, the preliminary proxy statement, and amendments thereto, and the definitive proxy statement in connection with HHT's solicitation of proxies for its stockholders' meeting to be held to approve the transaction because the proxy statement will contain important information about the transaction and the parties to the transaction. The definitive proxy statement will be mailed to stockholders of HHT as of a record date to be established for voting on the transaction. Stockholders will also be able to obtain copies of the proxy statement, without charge, once available, at the SEC's website at www.sec.gov or by directing a request to: 9 North West Fourth Ring Road Yingu Mansion Suite 1708, Haidian District Beijing, People's Republic of China 100190, e-mail: email@example.com.
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