Aluf Holdings Inc (AHIX)

[Slojab]

It's premature to do so.

On May 30, 2021, the Company entered into a Stock Purchase Agreement with KNWN Technologies, Inc., a Florida corporation (“KNWN”) (“KNWN Purchase Agreement’). In the KNWN Purchase Agreement the Company agreed to purchase 100% of the outstanding shares of KNWN in return for the payment of a total of ten million ($10,000,000) dollars to be paid as follows: $9,000,000 upon the closing of the KNWN Purchase Agreement, and a note in the principal amount of one million ($1,000,000) that is convertible into common stock of the Company, with an automatic conversion upon the completion of an uplisting to NASDAQ. Immediately upon closing the Company will conduct a certified business valuation of KNWN and in the event that the valuation of KNWN is at least twelve million ($12,000,000) the Company will issue KNWN an additional convertible note in the principal amount of two million ($2,000,000) that is also convertible into common stock of the Company, and that also automatically converts upon the completion of an uplisting to NASDAQ. The closing is anticipated to occur on or before August 31, 2021, or 90 days after the qualification of this Regulation A Offering. The KNWN Purchase Agreement contains customary termination clauses.