Future FinTech Group Inc., a leading blockchain-based e-commerce business and a fintech service provider, announced today that further to its February 26, 2021 press release, it has entered into an amendment (the “Amendment”) to its Share Exchange Agreement (the “Agreement”) with Joy Rich Enterprises Limited (“Joy Rich“) to acquire 90% of the issued and outstanding shares of Nice Talent Asset Management Limited (“NTAM”), a Hong Kong-based asset management company, from Joy Rich. NTAM is licensed under the Securities and Futures Commission of Hong Kong (“SFC”) to carry out regulated activities in ‘Type 4: Advising on Securities and ‘Type 9: Asset Management’. NTAM’s current business partners include major international banks and its clients cover the spectrum from well-established institutional funds to high net worth retail customers.
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Based upon a valuation report by Greater China Appraisal Limited, a 100% equity interest of NTAM was valued at HK$189,338,353 in February 2021. Pursuant to the terms of the Amendment, the total purchase price for a 90% equity interest in NTAM (the “Purchase Price”) is HK$144,000,000 (approximately US$18,701,299), of which 60% of the Purchase Price, or HK$86,400,000 (approximately US$11,220,779) shall be paid in shares of common stock of the Company based on 95% of the closing price of the shares of Company’s common stock on the Nasdaq Stock Market prior to the date of the Amendment which is calculated to be $5.00 per share (the “FTFT Share Price”). The remaining 40% of the Purchase Price shall be paid in FTFT common stock (the “Earn-Out Shares”) according to the achievement of Earnings Before Interest and Taxes (“EBIT”) goals by NTAM for 2021 and 2022, as follows:
i. If NTAM achieves EBIT of HK$14,000,000 in 2021, the Company shall pay 20% of the Purchase Price, which is HK$28,800,000, in shares of common stock of the Company based on the FTFT Share Price;
ii. If NTAM achieves an EBIT of HK$20,000,000 in 2022, the Company shall pay the final 20% of the Purchase Price, which is HK$28,800,000, in shares of common stock of the Company based on the FTFT Share Price; and,
iii. If NTAM does not achieve its EBIT goals for a given year, a fee equal to ten times the EBIT shortfall amount shall be paid by Joy Rich to the Company before the Earn-Out Shares for that year are issued from the Company to Joy Rich.
More complete information of the Amendment is set forth in the Form 8-K and its exhibit filed with the Securities and Exchange Commission on April 12, 2021.
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Mr. Shanchun Huang, Chief Executive Officer of Future FinTech, stated, “We are passionate about identifying and pursuing outstanding companies in the field of fintech and boutique financial services. This potential acquisition marks a major step forward in Future FinTech’s ongoing expansion into global financial services. The Company plans upon creating synergies with our current capabilities to offer best-in-class asset management and investment consulting services for both corporate customers and high net-worth professional investors in Hong Kong.”
Mr. Chan Siu Kei, Chief Executive Officer and Director of NTAM stated, “The management team of NTAM includes former senior executives of HSBC and Hong Kong certified public accountants with rich experience in asset management and investment advisory services who have extensive contacts in the industry in Hong Kong. We are excited to move forward with this highly strategic partnership with Future FinTech. Our business focus is to work alongside our clients to help them grow their wealth and achieve their investment goals. In uncertain times like now, we specialize in uncovering potential sector winners and opportunities that align with clients’ interests while offering tailored and flexible investment strategies. We will leverage the additional resources, technology and platform provided by FTFT to further develop our business in Hong Kong and globally.”
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