BEIJING, Jan. 17, 2019 /PRNewswire/ -- Luokung Technology
Corp. (Nasdaq: LKCO)(" Luokung" or the "Company"), one of global
leading graphics data processing technology companies, a leading
interactive location-based services company in China, , today announced that it has entered
into a Securities Purchase Agreement (the "Agreement") with
Honbridge Holdings Limited, a Cayman
Islands corporation (the "Purchaser") on January 16, 2019.
Pursuant to the terms of the Agreement, the Company agrees to
sell, and the Purchaser agrees to purchase, 2,000,000 shares of
Ordinary Shares of the Company (the "Shares") at a price of
$6 per share for a total amount of
$12,000,000 (the "Subscription
Amount"). Upon receiving 50% of the Purchaser's Subscription
Amount, (the "Initial Subscription Amount"), the Company shall
deliver the 1,000,000 shares of Ordinary Shares of the Company (the
"Initial Shares") to the Purchaser (the "Initial Closing Date").
The Company shall file a Registration Statement on Form F-3 with
the SEC seeking registration of the Shares for resale (the
"Registration Statement") as soon as practicable, which shall be
within two weeks after either (i) the Initial Closing Date or (ii)
the date of the Company's filing its annual report for the
year ended December 31, 2018;
provided that, however, the Company shall ensure that, in any
event, the date of filing the Registration Statement (i) shall not
be later than the date of filing the Registration Statement for
other shareholders of the Company; and (ii) shall not be later than
April 30, 2019.
Within five (5) business days of the satisfaction or waiver of
certain closing conditions including but not limited to the
effectiveness of Registration Statement, the Company shall have the
right to require the Purchaser to purchase the remaining 1,000,000
shares of Ordinary Shares of the Company (the "Subsequent Shares")
by delivering to the Purchaser an irrevocable written notice that
the Company has exercised its right to require the Purchaser to
purchase the Subsequent Shares (the "Subsequent Closing
Notice"). The Purchaser shall pay the remaining Subscription
Amount (namely, US$6,000,000) (the
"Subsequent Subscription Amount") by wire transfer to the bank
account designated by the Company within five (5) Business Days of
the date receiving the Subsequent Closing Notice and the Company
shall deliver the 1,000,000 shares of the Ordinary Shares of the
Company to the Purchaser within three (3) Business Days of the
payment of the Subsequent Subscription Amount (the "Subsequent
Closing"). If the SEC only approves the effectiveness of the
Registration Statement covering the resale of the Initial Shares,
the Purchaser shall notify the Company in writing or sending a
notice to the Company whether it shall purchase the Subsequent
Shares within seven (7) calendar days of the date on which the
restrictive legend on the certificates representing the Initial
Shares is removed. The purchase price shall be fixed at
US$6.00 per Share. The Company shall
deliver the Subsequent Shares to the Purchaser within three (3)
Business Days of the payment of the Subsequent Subscription Amount
and shall file a Registration Statement covering the resale of the
Subsequent Shares within four weeks after the date of payment of
the Subsequent Subscription Amount by the Purchaser. If the
Subsequent Closing conditions have not occurred by the date that is
nine (9) months after the Initial Closing Date, the
Purchaser's obligation to purchase the Subsequent Shares shall be
terminated. The Company and the Purchaser shall sign a separate
agreement if the Purchaser wants to purchase any Ordinary Share
after a period of the 9 months from the Initial Closing Date. If
the Company fails to file the Registration Statement covering the
resale of the Shares on or before April 30,
2019 or fails to file the Registration Statement covering
the resale of the Subsequent Shares before the deadline provided in
Agreement, it shall indemnify the Purchaser US$30,000 per calendar day, subject to a maximum
of US$3 million in aggregate.
The Shares to be issued by the Company pursuant to the Agreement
shall be sold and issued pursuant to the exemption from
registration provided by Regulation S promulgated under the
Securities Act of 1933, as amended.
This press release shall not constitute an offer to sell, or the
solicitation of an offer to buy, nor shall there be any sale of
these securities in any state or jurisdiction in which such an
offer, solicitation or sale would be unlawful prior to registration
or qualification under the securities laws of any such state or
jurisdiction.
About Luokung Technology Corp.
Luokung Technology Corp. is one of global leading graphics data
processing technology companies and a leading interactive
location-based services company in China. The core brands of the Company are
"Luokuang" and "SuperEngine". "Luokuang" is a mobile application to
provide B2C services and "SuperEngine" provides B2B and B2G
services in connection with Spatial-Temporal big data. The
Company's mobile application LuoKuang, provides location- based
interaction services for users based on the world's first
non-slicing, full-vector and full-function mobile internet map, it
also provides SDK embedded services to third-party mobile
application providers based on its full-vector and non-slicing
mobile internet map. The Company provides SaaS services in relation
to spatial-temporal big data internet and internet of things
relying on its proprietary patented spatial-temporal cloud indexing
technology, in fields including but not limited to HD Map, 3D Map,
Satellite Remote Sensing Data and Real-time trajectory. For more
information please go to http://www.luokung.com.
Business Risks and Forward-Looking Statements
This news release contains forward-looking statements within the
meaning of Section 21E of the Securities Exchange Act of 1934, as
amended, and as defined in 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", "target",
"going forward", "outlook" and similar statements. Such statements
are based upon management's current expectations and current market
and operating conditions and relate to events that involve known or
unknown risks, uncertainties and other factors, all of which are
difficult to predict and many of which are beyond the Company's
control, which may cause the Company's actual results, performance
or achievements to differ materially from those in the
forward-looking statements. Further information regarding these and
other risks, uncertainties or factors is included in the Company's
filings with the U.S. Securities and Exchange Commission. The
Company does not undertake any obligation to update any
forward-looking statement as a result of new information, future
events or otherwise, except as required under law.
For investor and media inquiries, please contact:
At the Company:
Mr. Jay Yu
Chief Financial Officer
Tel: +86-10-5327-4727
Email: yujie@luokung.com
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SOURCE Luokung Technology Corp.