Blue Hat Interactive Entertainment Technology (BHAT) signed an updated Letter of Intent with Fuzhou Csfctech Co., Ltd. The Chinese producer, developer and operator of augmented reality (“AR”) interactive toys, educational materials and entertainment games, signed the LoI to acquire 51% stakes in Csfctech and two of its subsidiaries.
Blue Hat will directly purchase 51% of the outstanding shares of Csfctech’s offshore holding company to get a hold of the company along with its subsidiaries.
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Csfctech operates in China through development and distribution of mobile games in the country with international clientage across countries in Mainland China as well as in the United Arab Emirates, Taiwan, Japan and Africa. The transaction closure is subject to satisfactorily completion of performance-based results and other regulatory requirements enforced.
The companies had initially sign a letter of intent for the same in late 2019, which delayed because of the spread of COVID-19. Both the companies however remained in efforts to conclude the agreement successfully. BHAT is expecting closing the transaction in final quarter of this year, but the consummation of the transaction could not be guaranteed.
As per the terms, part of the transaction will be completed through cash payment while remaining will be paid through issuance of shares of Blue Hat. Value of the shares so issued will be calculated on the 20-day weighted average volume price prior to closing. The share component will also not to be priced lower than $4.00, BHAT’s Initial Public Offering price.
The terms of the agreement are also subject to performance guarantee and will be amended if Csfctech failed to achieve certain audited net profits. The target of the same to be achieved for the calendar year ending December 31, 2020 is RMB 15 million and that for December 31, 2021 is RMB 25 million.
The transaction has been valued at 4X the average of these three performance guarantee targets and the original shareholders of Csfctech shall bear joint liability for performance and debt obligations.