HOUSTON, April 6,
2022 /PRNewswire/ -- AirNet Technology Inc., formerly
known as AirMedia Group Inc. ("AirNet" or the "Company") (Nasdaq:
ANTE), today announced that it has entered into an investment
agreement (the "Agreement") with Unistar Group Holdings Ltd.
("Unistar Group"), Mr. Herman Man
Guo, the chairman and chief executive officer of the
Company, and Ms. Dan Shao, Mr. Guo's
spouse. Pursuant to the Agreement, the Company has agreed to issue
(i) 177,953,891 ordinary shares with a par value of US$0.001 per share (each a "Share"), or
approximately 100% of the Company's outstanding Shares prior to
closing of the transactions contemplated thereunder, and (ii)
warrants to purchase an aggregate of 117,805,476 newly issued
Shares (the "Warrants"), to Unistar Group and Northern Shore Group
Limited ("Northern Shore") in exchange for the delivery and
transfer of 5,000 ANTMINER S19 and 2,000 INNO A11 computer servers
to further expand the Company's cryptocurrency business.
Pursuant to the Agreement, the Warrants are exercisable in three
tranches if and when the market capitalization of the Company
equals or exceeds US$500 million,
US$1 billion and US$1.5 billion, respectively.
Furthermore, pursuant to the Agreement, Unistar Group shall have
the rights to nominate new members of the board of directors
of the Company as replacements for the then-existing directors of
the Company.
The transactions contemplated under the Agreement are expected
to be completed in the first half of 2022, subject to certain
closing conditions set forth therein. There is no assurance that
the transactions will be completed within the anticipated
timeframe, or at all. Shareholders are cautioned not to place undue
reliance on this announcement.
Descriptions in this press release of the Agreement, the terms
and conditions thereof and the transactions contemplated thereunder
are qualified in their entirety by reference to the Agreement, a
copy of which is attached as an Exhibit to the Form 6-K filed
by the Company with the SEC on April 6,
2022 and incorporated herein by reference in its
entirety.
Forward-Looking Statements
This announcement contains forward-looking statements within the
meaning of the safe harbor provisions of the U.S. Private
Securities Litigation Reform Act of 1995. These forward-looking
statements can be identified by terminology such as "will,"
"expects," "is expected to," "anticipates," "aim," "future,"
"intends," "plans," "believes," "are likely to," "estimates,"
"may," "should" and similar expressions. The Company may also make
written or oral forward-looking statements in its reports filed
with, or furnished to, the U.S. Securities and Exchange Commission,
in its annual reports to shareholders, in press releases and other
written materials and in oral statements made by its officers,
directors or employees to third parties. Forward-looking statements
are based upon management's current expectations and current market
and operating conditions, and involve inherent risks and
uncertainties, all of which are difficult to predict and many of
which are beyond the Company's control, which may cause its actual
results, performance or achievements to differ materially from
those in the forward-looking statements. Further information is
included in the Company's filings with the U.S. Securities and
Exchange Commission. All information provided in this announcement
is as of the date of this announcement, and 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.
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SOURCE AirNet Technology Inc.