Business
Lianluo Smart Limited and Newegg Inc. Announce Entering into Merger Agreement
BEIJING, Oct. 24, 2020 /PRNewswire/ -- Lianluo Smart Limited ("LLIT" or the "Company") (NASDAQ: LLIT), and privately-held Newegg Inc. ("Newegg") today jointly
About this update from Newegg Commerce, Inc.
[{"type":"text","content":"BEIJING, Oct. 24, 2020 /PRNewswire/ -- Lianluo Smart Limited (\"LLIT\" or the \"Company\") (NASDAQ: LLIT), and privately-held Newegg Inc. (\"Newegg\") today jointly announced that they have entered into an Agreement and Plan of Merger (the \"Merger Agreement\"), whereby the stockholders of Newegg will become the majority owners of LLIT, as a result of the merger of Lightning Delaware Sub, Inc. (the \"Merger Sub\"), LLIT's wholly owned subsidiary, with and into Newegg. In addition, LLIT will sell its equity holdings in Lianluo Connection Medical Wearable Device Technology (Beijing) Co., Ltd. (\"Lianluo Connection\") to Beijing Fenjin Times Technology Development Co., Ltd (\"Fenjin Times\") pursuant to an equity transfer agreement (\"Disposition Agreement\"). The disposition will become effective immediately following completion of the Merger. \nConcurrent with the closing of the merger and disposition described above (collectively, the \"Restructure\"), the Company will conduct a public offering of its common shares with expected gross proceeds of approximately $30 million (the \"Financing\"). The consummation of the Restructure and the Financing are contingent on the closing of each other transaction and certain customary approvals and conditions. LLIT will seek its shareholders' approval of the Restructure as well as an amendment to its memorandum and articles of association to eliminate its dual class share structure, to effectuate a reverse share split if needed to meet Nasdaq's initial listing requirements, to increase the number of its authorized shares and to effectuate a name change. \nLLIT's Class A common shares are currently traded on Nasdaq under the symbol \"LLIT\". In connection with the closing of the Restructure and the Financing, LLIT intends to change its name to \"Newegg Commerce, Inc.\" and remain Nasdaq-listed under a new ticker symbol. Upon completion of the merger, the board of directors and officers of LLIT will be replaced by the board of directors and officers of Newegg.\nNewegg is a leading e-commerce company in North America offering direct sales and an online marketplace platform for consumer electronics, entertainment, smart home and gaming products and provides certain third-party logistics services and marketing services globally. \n\"Over the course of nearly two decades, Newegg built a highly rep...