Common Contracts
11 similar Share Purchase Agreement contracts by VISION HYDROGEN Corp, Asia Global Holdings Corp., Bel Fuse Inc /Nj, others
UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATIONShare Purchase Agreement • January 29th, 2025 • Bel Fuse Inc /Nj • Electronic coils, transformers & other inductors
On September 18, 2024, Bel Fuse Inc. (“Bel”, the “Company”, “we”, “us” or “our”) entered into a Share Purchase Agreement, dated as of September 19, 2024 (the “Purchase Agreement”), with Enercon Technologies, Ltd. (“Enercon”), FF3 Holdings, L.P., for itself and as Sellers’ Representative (“FF3”), and each of the other seller parties signatory thereto (together with FF3, each a “Seller” and collectively, the “Sellers”). The transaction contemplated by the Purchase Agreement (referred to collectively herein as the “Transaction” or the “acquisition”) closed on November 14, 2024 (the “Closing Date”). Under the terms of the Purchase Agreement, on the Closing Date (and deemed effective solely for accounting purposes as of November 1, 2024), Bel acquired from the Sellers 80% of the issued and outstanding share capital of Enercon on a fully-diluted basis for (i) a cash purchase price of $320 million (subject to customary adjustments), plus (ii) up to $10 million in potential earnout payments fo
UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATIONShare Purchase Agreement • December 12th, 2022 • Sunshine Biopharma, Inc • Services-commercial physical & biological research
Effective October 20, 2022, Sunshine Biopharma, Inc. (“Sunshine” or the “Company”) entered into a Share Purchase Agreement with Nora Pharma Inc. (the “Nora Purchase Agreement”), wherein the Company acquired all of the issued and outstanding shares (the “Shares”) of Nora Pharma Inc. (“Nora”) from Mr. Malek Chamoun. The purchase price for the Shares was $30,000,000 CAD (approximately $21,900,000 USD). The purchase price included a cash payment of $20,000,000 CAD (approximately $14,600,000 USD), plus issuance of 3,700,000 shares of the Company’s Common Stock valued at $5,000,000 CAD (approximately $3,650,000 USD), plus an earn-out amount of $5,000,000 CAD (approximately $3,650,000 USD) payable to Mr. Chamoun, once earned, in a maximum of twenty (20) payments of $250,000 CAD for every $1,000,000 CAD increase in gross sales (as defined in the Nora Purchase Agreement) above Nora’s June 30, 2022 gross sales, provided that his employment with the Company is not terminated pursuant to the Compa
VISION HYDROGEN CORPORATION UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATIONShare Purchase Agreement • May 17th, 2022 • VISION HYDROGEN Corp • Industrial inorganic chemicals
The following unaudited pro forma condensed combined financial information is based on the historical financial statements of Vision Hydrogen Corporation. (the “Company”) and VoltH2 Holdings AG (“VoltH2”) after taking into effect the Share Purchase Agreement (“SPA”) entered into May 6, 2022 whereby the Company agreed to sell our 100% interest in our Vlissingen green hydrogen development project and our 50% interest in our Terneuzen green hydrogen development project and related assets (the “Dutch Projects”) to the Purchaser in exchange for $11,250,000 and the 1,768,182 shares of our common stock held by the Purchaser (the “Purchase Price”).
VISION HYDROGEN CORPORATION UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATIONShare Purchase Agreement • May 17th, 2022 • VISION HYDROGEN Corp • Industrial inorganic chemicals
The following unaudited pro forma condensed combined financial information is based on the historical financial statements of Vision Hydrogen Corporation. (the “Company”) and VoltH2 Holdings AG (“VoltH2”) after taking into effect the Share Purchase Agreement (“SPA”) entered into May 6, 2022 whereby the Company agreed to sell our 100% interest in our Vlissingen green hydrogen development project and our 50% interest in our Terneuzen green hydrogen development project and related assets (the “Dutch Projects”) to the Purchaser in exchange for $11,250,000 and the 1,768,182 shares of our common stock held by the Purchaser (the “Purchase Price”).
Unaudited Pro Forma Condensed Combined Financial InformationShare Purchase Agreement • September 14th, 2021 • Rekor Systems, Inc. • Communications equipment, nec
On August 18, 2021, Rekor Systems, Inc. (the “Company”) entered into that certain share purchase agreement (the “Purchase Agreement”) by and among the Company, Waycare Technologies Ltd. (“Waycare”), the sellers of Waycare named in the Purchase Agreement (the “Sellers”), and Shareholder Representative Services LLC, solely in its capacity as the representative of the Sellers, pursuant to which the Company acquired 100% of the issued and outstanding capital stock of Waycare from the Sellers (the “Acquisition”).
UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATIONShare Purchase Agreement • August 3rd, 2016 • Magal Security Systems LTD • Communications equipment, nec
On April 1, 2016, Senstar Corporation (“Senstar”), a wholly-owned subsidiary of Magal Security Systems, Ltd. (“Magal” or the “Registrant”), entered into a Share Purchase Agreement (the “Agreement”) with Aimetis Corp. (“Aimetis”), a corporation incorporated under Canada Business Corporations act., Aimetis' shareholders and Marc Holtenhoff, as the Holder Agent. Pursuant to the Agreement, Senstar purchased from Aimetis' shareholders, all of the issued and outstanding share capital of Aimetis (the “Acquisition”). Aimetis is a Canadian-based company, headquartered in Waterloo, Ontario and is a leader in intelligent IP video management software (VMS).
UNAUDITED PRO FORMA COMBINED FINANCIAL INFORMATIONShare Purchase Agreement • May 13th, 2014 • Victory Electronic Cigarettes Corp • Cigarettes
On April 22, 2014, Victory Electronic Cigarettes Corporation (the “Company” or “Victory”) entered into a share purchase agreement (the “Exchange Agreement”) by and between (i) the Company and (ii) the shareholders of Must Have Limited (“MHL”), an England and Wales incorporated limited company (the “MHL Shareholders”). Pursuant to the terms of the Exchange Agreement the MHL Shareholders transferred to the Company all of the shares of MHL held by such shareholders in exchange for (1) the issuance of 2,300,000 shares of the Company’s common stock, par value $0.001 per share (the “Common Stock”), (2) GBP £5,345,713.58 (equivalent to $9,000,000) in cash consideration, (3) $11,000,000 of promissory notes, (4) GBP £6,796,303 in respect of MHL's surplus cash, and (5) (if payable in accordance with the terms of the Exchange Agreement) up to $5,000,000 as an earn-out (the “Share Exchange”). As a result of the Share Exchange, MHL is now a wholly-owned subsidiary of the Company.
DRESSER-RAND GROUP, INC. PRO FORMA COMBINED FINANCIAL INFORMATION (Unaudited, in U.S. Dollars)Share Purchase Agreement • July 20th, 2011 • Dresser-Rand Group Inc. • Engines & turbines
On March 3, 2011, Dresser-Rand Group Inc. (“Dresser-Rand”) and Grupo Guascor, S. L. (“Guascor”) entered into a Share Purchase Agreement (the “SPA”) pursuant to which Dresser-Rand would acquire all of the issued and outstanding capital stock of Guascor. On May 4, 2011, the acquisition of Guascor capital stock by Dresser-Rand pursuant to the SPA was consummated, at which time Guascor became a wholly-owned subsidiary of Dresser-Rand (the “Acquisition”). The Acquisition excluded the assets and liabilities of Guascor Fotón AGF, S.L. and Guascor Fotón, S.L. (together, “Fotón”), which were sold by Guascor on May 4, 2011 pursuant to the SPA. Fotón, under a limited license, develops and manufactures photovoltaic cells and systems utilizing high concentration photovoltaics with technology developed by a third party, in which Fotón has a less than 10% equity stake. The Unaudited Pro Forma Combined Financial Statements have been adjusted to exclude Fotón. The Acquisition was approved by the shareh
HOME TOUCH HOLDING COMPANY Unaudited Pro forma Financial InformationShare Purchase Agreement • December 7th, 2010 • HOME TOUCH HOLDING Co • Electronic components & accessories
On December 6, 2010, Home Touch Holding Company (“the Company” or “HMTO”)) entered into an agreement for the purchase of all the outstanding shares of common stock of Union Hub Technology Sdn. Bhd. (“Union Hub”, a company incorporated under the laws of Malaysia), by issuing 16,500,000 shares of common stock of the Company to the shareholders of Union Hub. This share exchange transaction resulted in the shareholders of Union Hub obtaining a majority voting interest in the Company. Accounting principles generally accepted in the United States of America (“US GAAP”) require that the company whose shareholders retain the majority interest in a combined entity being treated as the acquirer for accounting purposes, resulting in a reverse acquisition. Accordingly, the stock exchange transaction has been accounted for as recapitalization of HMTO.
CHINA ORGANIC AGRICULTURE, INCShare Purchase Agreement • February 24th, 2010 • China Organic Agriculture, Inc. • Electrical work
On September 29, 2008, China Organic Agriculture, Inc. (the “Company”) entered into a Share Purchase Agreement (the "Agreement") dated as of September 29, 2008, with Peng Huang, Xinbo Huang, and Reilong Group, the shareholders of all of the outstanding capital stock of Dalian Huiming Industry Ltd. ("Dalian Huiming") (each, a "Shareholder" and, collectively, the "Shareholders"), who formed a shell company, Princeton International Investment Ltd. (“Princeton”) that owns 60% shares of Dalian Huiming. The Company had announced its intent to acquire 60% of the outstanding shares of Dalian Huiming by acquiring the 100% of Princeton and subsequently had been worked to complete its due diligence and obtain the necessary governmental consents. Pursuant to the Agreement, in consideration of an aggregate of US$10, 642,609, each of the Shareholders assigned to the Company all of his or its shares of Princeton, which in the aggregate represented 60% of the Dalian Huiming shares then outstanding.
UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATIONShare Purchase Agreement • November 19th, 2009 • Asia Global Holdings Corp. • Retail-nonstore retailers
On September 29, 2009, Asia Global Holdings Corp. (“the Company” or “AAGH”)) entered into an agreement for the purchase of all the outstanding shares of common stock of Ultra Professional Limited (“UPL”, a company incorporated under the laws of the British Virgin Islands), by issuing 100,000,000 shares of common stock of the Company to the sole shareholder of UPL. This share exchange transaction resulted in the shareholder of UPL obtaining a majority voting interest in the Company. Accounting principles generally accepted in the United States of America (“US GAAP”) require that the company whose shareholders retain the majority interest in a combined entity being treated as the acquirer for accounting purposes, resulting in a reverse acquisition. Accordingly, the stock exchange transaction has been accounted for as recapitalization of AAGH.