BEIJING, Sept. 22, 2020 /PRNewswire/ -- Future FinTech
Group Inc. (NASDAQ: FTFT) (hereinafter referred to as "Future
Fintech", "FTFT" or "Company" ") a leading blockchain e-commerce
company and a service provider for financial technology, today
announced it has signed a term sheet ("Term Sheet") with Spondula,
a company incorporated in the United
Kingdom (UK) and the selling shareholder of
Spondula on September 19, 2020.
Pursuant to Term Sheet, the Company plans to acquire 51% of
the total issued and outstanding shares of Spondula. The Term Sheet is non-binding
except for the "Exclusivity", "Confidentiality" and "Governing Law"
sections.
According to the Term Sheet, FTFT or its subsidiary will acquire
51% of the total issued and outstanding shares of Spondula through
a share exchange with the shareholder of Spondula.
Spondula is located in the UK and it operates a global banking
and money transfer platform serving both individuals and
businesses. It has three subsidiaries, Plat Wallet ltd, Plat Mint
Ltd, and Nero Inc, will operate utilizing licenses from the
European Union, United Kingdom,
Singapore, Switzerland and offshore banking licenses from
the Commonwealth of Dominica. Its
services cover from simply opening a free account to a full blown
private banking service. The Spondula platform allows customers to
receive payments instantly from anywhere globally in up to 37
currencies and to exchange these payments efficiently and cheaply
to their local currency. Customers can also have a multi-currency
payment card, which can hold up to 37 currencies.
According to Term Sheet, the acquisition price is expected to be
$3.06 million and the consideration
will be paid in FTFT's common stock, and the price of FTFT's common
stock will be based on the average closing price of FTFT's common
stock on the Nasdaq for the 10 trading days prior to the signing
date of the definitive agreement.
The parties also agreed to set rules for Valuation
Adjustment Mechanism. If Spondula's audited earnings before taxes
and amortization ("EBTA") in 2021 are less than $3 million, the purchase price will not be
adjusted. If Spondula's audited EBTA exceeds $3 million in 2021, the purchase price will be
increased according to certain adjustment formula agreed by the
parties.
Mr. Shanchun Huang, Chief
Executive Officer of FTFT, stated,
"Although the COVID pandemic is raging around the world, our
acquisition strategy still carries on. We are actively looking for
suitable acquisition targets around the world. However, due to the
impact of COVID, the due diligence processes have been slow and
difficult, and local government approvals are also slower than
usual, which has impacted our progress." Mr. Huang continued:
"With the acquisition of Spondula, FTFT will implement its strategy
entering into the business of global challenger banking and payment
system. Also, upon and after we complete the potential
transactions that we are currently in discussion, we plan to
reorganize these businesses, technologies and platforms, and
integrate them into one platform and system, which will help us
build a global innovative financial service system in a short
period of time. We hope that individual customers can use our
system to open accounts, make deposits, payments, transfers and
exchange currencies with our system by using their mobile phones;
and business customers can complete the above transactions and also
receive credit line, borrow money, and apply for letters of credit
through our website and mobile apps. Compare to traditional bank,
Challenger bank customers can open an account on a mobile phone in
just a few minutes. Many of services are free, or have far lower
fees than traditional banks. We will also develop customer
communities so that customers from different countries can exchange
investment experiences and business information with each other,
and promote cooperation and exchanges."
Mrs. Olena Drukar, CEO of Spondula said, "The management and technical team of
Spondula has extensive experience in the financial services field.
The transaction with FTFT can help rapidly grow our business and
enhance our core competitiveness. Fintech promotes innovation in
banking business through the integration of new technologies.
Leadership in technology and technological innovation is the core
to continuously improving our customer experience and satisfaction.
We are trying our best to improve the banking experience through
providing services to meet the different needs of our customers. We
can only establish our customers trust by providing a value
proposition and growing and developing together with our
customers."
About Future FinTech Group Inc.
Future FinTech Group Inc. ("Future FinTech", "FTFT" or the
"Company") is a leading blockchain e-commerce company and a
service provider for financial technology incorporated
in Florida. The Company's operations include a
blockchain-based online shopping mall platform, Chain Cloud Mall
("CCM"), a cross-border e-commerce platform (NONOGIRL), an
incubator for blockchain based application projects. The Company is
also engaged in the development of blockchain based e-Commerce
technology as well as financial technology. For more information,
please visit http://www.ftftex.com/.
Safe Harbor Statement
Certain of the statements made in this press release are
"forward-looking statements" within the meaning and protections of
Section 27A of the Securities Act of 1933, as amended and Section
21E of the Securities Exchange Act of 1934, as amended, or the
Exchange Act. Forward-looking statements include statements with
respect to our beliefs, plans, objectives, goals, expectations,
anticipations, assumptions, estimates, intentions, and future
performance, and involve known and unknown risks, uncertainties and
other factors, which may be beyond our control, and which may cause
the actual results, performance, capital, ownership or achievements
of the Company to be materially different from future results,
performance or achievements expressed or implied by such
forward-looking statements. All statements other than statements of
historical fact are statements that could be forward-looking
statements. You can identify these forward-looking statements
through our use of words such as "may," "will," "anticipate,"
"assume," "should," "indicate," "would," "believe," "contemplate,"
"expect," "estimate," "continue," "plan," "point to," "project,"
"could," "intend," "target" and other similar words and expressions
of the future.
All written or oral forward-looking statements attributable to
us are expressly qualified in their entirety by this cautionary
notice, including, without limitation, those risks and
uncertainties described in our annual report on Form 10-K for the
year ended December 31, 2019 and our other reports and
filings with SEC. Such reports are available upon request from the
Company, or from the Securities and Exchange Commission, including
through the SEC's Internet website at http://www.sec.gov. We
have no obligation and do not undertake to update, revise or
correct any of the forward-looking statements after the date
hereof, or after the respective dates on which any such statements
otherwise are made.
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SOURCE Future FinTech Group Inc.