Future FinTech Enters into a Definitive Share Exchange Agreement to Acquire Sichuan Ticode Supply Chain Management Co., Ltd.
Future FinTech Group Inc., a leading blockchain e-commerce company and a service provider for financial technology, announced that the Company and its wholly-owned subsidiary, Future Supply Chain Co., Ltd., entered into a definitive share exchange agreement with Sichuan Longma Electronic Technology Co., Ltd. and Sichuan Ticode Supply Chain Management Co., Ltd. to acquire a 60% equity interest of Ticode from Longma.
Longma is a 90% owned subsidiary of Benma (Shenzhen) Industrial Co., Ltd. (“Benma”). As previously announced on September 15, 2020, the Company had entered into an equity acquisition frame agreement with Benma to purchase no less than 60% of the equity shares of Ticode through a share exchange transaction. The parties had engaged in approximately six months of operational, legal and financial due diligence which encompassed the completed audit of Ticode’s financial statements under US GAAP for the fiscal years 2018 and 2019 in order to reach this definitive agreement.
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Ticode provides financial services for the supply chain industry and achieved revenue of RMB 3.36 billion (approximately US$ 518.61 million) and net profit of RMB 47.99 million (approximately US$ 7.41 million) in fiscal 2019 based upon audited financials under US GAAP. Ticode’s business includes procurement agent services, sales agent services, inventory pledged loan services, and supply chain financing intermediary services. Ticode’s supply chain related services cover electronic components, technology services to supply chain data management for the electronics industry, and supply chain management for various electronic components and materials, metal materials and raw plastic materials. Ticode was ranked 56th among the top 100 service providers in Sichuan Province in 2020 according to the list published by Sichuan Province Enterprises Federation and Sichuan Province Enterprises Association.
The 60% equity interest of Ticode was valued at approximately $66.45 million which will be paid for in 7,789,882 shares of FTFT common stock priced at $8.53 per share subject to closing conditions as stipulated in the Agreement. The Agreement also stipulates that an additional 5% of equity interest in Ticode shall be transferred to the Company at no cost should Ticode not achieve Earnings Before Interest and Taxes (“EBIT”) of at least RMB 50.0 million (approximately $7.69 million) for the fiscal year ended December 31, 2021; an additional 5% equity interest in Ticode shall be transferred to the Company at no cost should Ticode not achieve EBIT of at least RMB 57.5 million (approximately $8.85 million) for the fiscal year ended December 31, 2022.
Mr. Shanchun Huang, Chief Executive Officer of Future FinTech, stated, “We are excited to reach an agreement for the acquisition of 60% of Ticode since it substantially bolsters our operations, brings strong financial performance and future growth potential to the Company, and represents a key achievement towards realizing our business transformation strategy. Upon the completion of this acquisition, we will gain experienced staff and customer resources in the supply chain financial services area where we plan to further expand and create synergies in the fintech sector. Through the linking of capital and the real economy, we plan to build a sustainable and mutually beneficial platform for banks, enterprises and the supply chains as well as to create a comprehensive financial consulting and services platform to further expand the value chain of our financial technology services.”
Mr. Jiancao Wang, Chairman of Ticode said, “Future Fintech is in the process of building an international financial technology service network. Becoming a part of FTFT will expand our international business channels, gain entry to a wide range of diversified customers and help us to access the overseas capital markets, all of which are essential to the steady growth of our business. Ticode will continue to take advantage of the smart production system, IoT and Automation Science and Technology platform provided by Longma and Benma to create synergies with FTFT to evolve into an even stronger supply chain service provider and a premier industrial customer service provider. We will also jointly build a professional and intelligent supply chain platform to promote supply chain finance and assist in the development of small and medium-sized enterprises. This acquisition is an absolute win-win for both companies.”
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