Asia Equity Exchange Group, Inc. (OTCMKTS:AEEX) Files An 8-K Entry into a Material Definitive AgreementItem 1.01.
Asia Equity Exchange Group, Inc. (the “Company”, “we”, “us”) entered into a Subscription Agreement (the “Agreement”) with Yanru Zhou (the “Investor”), dated November 21, 2017. to the Agreement, Investor purchased 4,300,000 shares (the “Shares”) of the common stock of the Company, par value $0.001 per share (the “Common Stock”), at the price of $3.5 per share (the “Purchase Price Per Share”) and for an aggregate price of $15,050,000 in a private sale transaction (the “Private Sale”). The Private Sale contemplated in the Agreement closed on the same day.
to the Subscription Agreement, the Company will apply to be listed on the NASDAQ Capital Market or such other national securities exchange as is reasonably acceptable to the Purchaser (the “National Exchanges”), so that the Company’s Common Stock will commence trading on one of the National Exchanges (the “Uplisting”) no later than December 31, 2018 (the “Uplisting Deadline”).
If the Company does not complete Uplisting on or before the Uplisting Deadline (the “Eligible Uplisting”), the Purchaser will, within 30 days following the Uplisting Deadline, have the right to request the Company to buy back any number of the Shares, at the same price of the Purchase Price Per Share, subject to the terms and conditions of the Subscription Agreement.
The Shares are subject to customary lock-up restrictions to the Subscription Agreement until the first anniversary of the Eligible Uplisting.
The Shares issued in the Private Sale are exempt from the registration requirements of the Securities Act of 1933, as amended (the “Securities Act”), to Section 4(a)(2) of the Securities Act and/or Regulation S promulgated thereunder.
A copy of the Agreement is filed hereto as Exhibits 10.1 to this Current Report on Form 8-K and such document is incorporated herein by reference. The foregoing is only a brief description of the material terms of the Agreement, and does not purport to be a complete description of the rights and obligations of the parties thereunder and is qualified in its entirety by reference to such exhibit.
|Item 3.02||Unregistered Sales of Equity Securities.|
The information set forth under Item 1.01 of this Current Report on Form 8-K is incorporated into this Item 3.02 by reference.
|Item 9.01.||Financial Statements and Exhibits.|
ASIA EQUITY EXCHANGE GROUP, INC. ExhibitEX-10.1 2 ex10-1.htm Exhibit 10.1 THIS SUBSCRIPTION AGREEMENT (THIS “AGREEMENT”) RELATES TO AN OFFER AND SALE OF SECURITIES IN AN OFFSHORE TRANSACTION TO PERSONS WHO ARE NOT U.S. PERSONS (AS DEFINED HEREIN) PURSUANT TO REGULATION S (AS DEFINED HEREIN) UNDER THE UNITED STATES SECURITIES ACT OF 1933,…To view the full exhibit click
About Asia Equity Exchange Group, Inc. (OTCMKTS:AEEX)
Asia Equity Exchange Group, Inc., formerly I In The Sky, Inc., operates in the online equity information industry. The Company through its subsidiary, Asia Equity Exchange Group Company Limited, offers an international equity assistance and information service platform designed to provide member registration services, equity investment financing information to enterprises in Asia, mainly in China. Its member registration services refer to companies seeking to join its equity investment and financing information dissemination platform. The Company through its indirect subsidiaries, AEEX (HK) International Finance Service Limited and Yinfu Guotai Investment Consultant (Shenzhen) Co. Ltd., is also engaged in the provision of investment and corporate management consultancy services. The Company’s original business plan was to manufacture and market global positioning system (GPS) tracking devices and software to businesses and families.