omniture

SOS Ltd. Announces Clarification of Purchase Price in the Asset Injection with YBT/SOS

2020-09-23 04:00 12701

QINGDAO, China, Sept. 23, 2020 /PRNewswire/ -- SOS Limited (the "Company") (NYSE: SOS) is issuing this press release to clarify its press release dated May 6, 2020.

As announced in the Company's press release dated May 6, 2020 (the "Press Release"), the Company entered into a set of agreements on May 5, 2020 with Yong Bao Two Ltd. ("YBT"), the shareholders of YBT (the "YBT Shareholders"), eight investors introduced by YBT (the "Purchasers," collectively with the YBT Shareholders, the "Investors") and True North Financial, LLC ("True North," collectively, the "Parties"). The set of Agreements included the Tripartite Agreement (the "Tripartite Agreement"), the Assumption Agreement (the "Assumption Agreement") and the Share Purchase Agreement (the "Share Purchase Agreement," collectively, the "Agreements"). The per share purchase price for the transaction contemplated by the Agreements was $1.36 per ADS, or $0.136 per ordinary share of the Company.

On May 31, 2020, the Company entered into an amendment (the "Amendment") to the Share Purchase Agreement with YBT and the Investors to amend the definition of the true-up shares to mean 7,566,421 Class A ordinary shares and 13,806,331 Class B ordinary shares within the Share Purchase Agreement and the Tripartite Agreement, representing an increase of 4,000,000 Class B ordinary shares that were issued to the Purchasers. Except the terms referenced above, the remaining provisions of the Agreements were not affected or impaired in any manner.

The Company would like to clarify that as a result of the Amendment, the per share purchase price for the transaction contemplated by the Agreements as disclosed in the Press Release was reduced from $1.36 per ADS, or $0.136 per ordinary share of the Company, to $1.27, or $0.127 per ordinary share of the Company.

About SOS Limited

SOS Limited, through its operating subsidiary, SOS Information Technology Co., Ltd. ("SOS") is a high-technology company providing a wide range of services to its corporate and individual members, including marketing data, technology and solutions for emergency rescue services. SOS is focused on the research and development of big data, cloud computing, Internet of Things, blockchain and artificial intelligence. We have created a SOS cloud emergency rescue service software as a service (SaaS) platform with three major product categories, including basic cloud (medical rescue card, car rescue card, financial rescue card, mutual assistance rescue card), cooperative cloud (information rescue center, intelligent big data, intelligent software and hardware), and information cloud (News Today, E-Commerce Today). This system provide marketing-related data, technology solutions, and technology-driven big data to clients such as insurance companies, financial institutions, medical institutions, healthcare providers, auto manufacturers, security providers, senior living assistance providers and other service providers in the emergency rescue services industry. SOS has obtained a national high-tech enterprise certification, the title of "big data star enterprise" awarded by Gui'an New District Government, and has registered 11 software copyrights and 2 patents. For more information, please visit: http://www.sosyun.com/

Forward-Looking Statements

Certain statements made herein are "forward-looking statements" within the meaning of the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements may be identified by the use of words such as "anticipate," "believe," "expect," "estimate," "plan," "outlook," and "project" and other similar expressions that predict or indicate future events or trends or that are not statements of historical matters. Such forward-looking statements include timing of the proposed transaction; the business plans, objectives, expectations and intentions of the parties once the transaction is complete, and SOS's estimated and future results of operations, business strategies, competitive position, industry environment and potential growth opportunities. These forward-looking statements reflect the current analysis of existing information and are subject to various risks and uncertainties. As a result, caution must be exercised in relying on forward-looking statements. Due to known and unknown risks, our actual results may differ materially from our expectations or projections. All forward-looking statements attributable to the Company or persons acting on its behalf are expressly qualified in their entirety by these factors. Other than as required under the securities laws, the Company does not assume a duty to update these forward-looking statements.

Additional information concerning these and other factors that may impact our expectations and projections can be found in our periodic filings with the SEC, including our Annual Report on Form 20-F for the fiscal year ended December 31, 2019. SOS's SEC filings are available publicly on the SEC's website at www.sec.gov. SOS disclaims any obligation to update the forward-looking statements, whether as a result of new information, future events or otherwise.

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Source: SOS Limited
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