This agreement supersedes and replaces the previously announced LOI with Kewei to acquire 12 of its subsidiary companies, and the terminated securities purchase agreement pursuant to which the Company had intended to acquire 7 of its subsidiary companies.
The purchase price and consummation of the acquisition of Kewei are subject to the satisfactory completion of the Company’s due diligence and an independent audit, as well as a third-party valuation and fairness opinion. The Company plans to pay for this acquisition through a combination of cash (10%) and restricted common stock of the Company (90%) at a value of no less than $1 per share. Guardforce AI expects to enter into a definitive purchase agreement with Kewei relating to this acquisition within the next few months.
Lin Jia, President of Guardforce AI, stated, “We are thrilled to announce this proposed acquisition of Kewei, a qualified National High-tech Enterprise in China, which holds more than a dozen robotics-related patents and more than 40 copyrights to its proprietary software. Its robotic solutions cover a variety of recurring revenue streams such as technical services and robotics advertising. The RaaS platform currently operates approximately 65,000 robots that belong to Kewei, clients, and partners, of which more than 40,000 are equipped with screens for advertising and interactive features. Kewei’s customer base includes an impressive roster of Fortune 500 corporations across various industries. In 2021, the unaudited Chinese GAAP revenue for Kewei was approximately USD $15 million. Overall, we believe this proposed acquisition, including Kewei’s highly skilled R&D team, robust robotics platform, operational skills, as well as its advertising and technical capabilities, provide us a solid foundation to further expand our geographic footprint across China and other international markets.”
Olivia Wang, Chairwoman and Chief Executive Officer of Guardforce AI, added, “After conducting further due diligence, it became clear that acquiring Kewei itself, compared to acquiring only the Kewei sales channel subsidiaries, would add both a premier roster of business clients, as well as advanced technologies that we believe will help to accelerate our strategic expansion within the robotics industry worldwide. Overall, we remain focused on our goal to transform Guardforce AI into a leading integrated security company in AI and robotics.”
