FLJ Group Limited Announces Completion of Acquisition of Alpha Mind Technology Limited and Termination of the Lianlian Acquisition
December 28 2023 - 7:00PM
FLJ Group Limited (NASDAQ: FLJ) (the “Company”), today announced
the completion of the transaction previously announced on November
22, 2023 between Alpha Mind Technology Limited (the “Target
Company” or “Alpha Mind”), the Target Company’s shareholders (the
“Sellers”) and the Company (the “Transaction”).
Pursuant to the previously announced equity acquisition
agreement between the Company, Alpha Mind and the Sellers, the
Company acquires all the issued and outstanding shares in the
Target Company for an aggregate all-cash purchase price of
US$180,000,000 or RMB equivalent, paid in the form of a promissory
note (collectively, the “Notes”) delivered to each of the Sellers
in an aggregate amount equal to the purchase price. The Notes have
a maturity of 90 days from the closing date, bear an interest rate
of three percent (3%) per annum and are secured by all of the
issued and outstanding equity of the Target Company and all of the
assets of the Target Company and its subsidiaries
As a result of the completion of the Transaction, Alpha Mind has
become a wholly-owned subsidiary of the Company. All the senior
management of the Company will stay after the completion of the
Transaction.
The Company also announced today that it has, with mutual
consents, terminated the equity acquisition agreement entered into
with Lianlian Holdings Inc. (“Lianlian”) and certain of the
Lianlian’s shareholders which was previously announced on September
29, 2023.
About FLJ Group Limited
FLJ Group Limited, through its consolidated variable interest
entities, operates two primary business units: (a) an insurance
agency, and (b) an insurance technology business. The insurance
agency operates nationwide in the PRC with a wide range of
insurance products, including but not limited to property
insurance, homeowner’s insurance, life insurance, health insurance,
business insurance and worker’s compensation insurance. The
insurance agency is PRC-licensed and works with around 180
insurance carriers. The insurance technology business is focused on
operating and developing next-generation insurance technology
products in the PRC, including developing SaaS platforms to connect
consumers and underwriting support.
Forward-Looking Statements
This press release contains forward-looking statements. These
statements constitute “forward-looking” statements within the
meaning of Section 27A of the Securities Act of 1933, as amended,
and Section 21E of the Securities Exchange Act of 1934, as amended,
and as defined in the U.S. Private Securities Litigation Reform Act
of 1995. These forward-looking statements can be identified by
terminology such as “will,” “expects,” “anticipates,” “future,”
“intends,” “plans,” “believes,” “estimates” and similar statements.
Among other things, the quotations from management in this press
release and the Company and its subsidiaries’ (collectively, the
“Group”) operations and business outlook contain forward-looking
statements. Such statements involve certain risks, uncertainties
and other factors that could cause actual results to differ
materially from those in the forward-looking statements. These
risks and uncertainties include, but are not limited to the
following: the Company’s ability to access financing on favorable
terms in a timely manner; the risk that there may be a material
adverse change with respect to the financial position, performance,
operations or prospects of the Company or Alpha Mind; the risk that
if the Company fails to perform its payment obligations under the
terms of the Notes after the closing, the Company will lose control
of and no longer be able to consolidate the Target Company; risks
related to disruption of management time from ongoing business
operations due to the Transaction; the risk that any announcements
relating to any material acquisition or disposition could have
adverse effects on the market price of the Company’s securities or
result in significant fluctuations of the market price of the
Company’s securities; the risk that the Transaction and its
announcement could have an adverse effect on the ability of Alpha
Mind to retain customers and retain and hire key personnel and
maintain relationships with their suppliers and customers and on
their operating results and businesses generally; any changes in
the business or operating prospects of Alpha Mind or its
businesses; changes in applicable laws and regulations; risks
relating to the combined company’s ability to enhance its services
and products, execute its business strategy, expand its customer
base and maintain stable relationship with its business partners;
the growth of the insurance industry in China; and assumptions
underlying or related to any of the foregoing. Further information
regarding these and other risks is included in the Company’s
filings with the U.S. Securities and Exchange Commission. Except as
required by law, the Company does not undertake any obligation to
update any forward-looking statements, whether as a result of new
information, future events or otherwise.
For investor and media inquiries, please
contact:
FLJ Group LimitedE-mail: ir@qk365.com
ChristensenIn ChinaMr. Rene VanguestainePhone:
+86-10-5900-1548E-mail: rene.vanguestaine@christensencomms.com
In the U.S.Ms. Linda BergkampPhone: +1-480-614-3004Email:
linda.bergkamp@christensencomms.com
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