Kai Wang, Xiang Gao and Jianxin Yang acquired 38.34% stake in Delta Technology Holdings Limited from Xin Chao, KPCB China Fund, a fund of KPCB China and KPCB China Founders Fund, L.P., a fund of Kleiner Perkins Caufield & Byers for $4.2 million.
November 23, 2017
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Kai Wang, Xiang Gao and Jianxin Yang acquired 38.34% stake in Delta Technology Holdings Limited (NasdaqCM:DELT) from Xin Chao, KPCB China Fund, a fund of KPCB China and KPCB China Founders Fund, L.P., a fund of Kleiner Perkins Caufield & Byers for $4.2 million on November 21, 2017. Kai Wang, Xiang Gao and Jianxin Yang acquired 3.86 million shares of Delta Technology Holdings Limited for $2.25 million cash and debt forgiveness of $1.94 million pursuant to certain promissory note issued by an entity owned by Xin Chao in favor of Kai Wang, Xiang Gao and Jianxin Yang. Xin Chao will receive $1.56 million and KPCB China Fund, a fund of KPCB China and KPCB China Founders Fund, L.P., a fund of Kleiner Perkins Caufield & Byers will receive $0.69 million in cash. Prior to the transaction, Xin Chao held 2.67 million shares, KPCB China Fund held 1.1 million shares and KPCB China Founders Fund, L.P. held 0.08 million shares of Delta Technology Holdings Limited. The agreement shall be terminated by mutual consent of the parties, or by Kai Wang, Xiang Gao and Jianxin Yang or Xin Chao, KPCB China Fund, a fund of KPCB China and KPCB China Founders Fund, L.P., a fund of Kleiner Perkins Caufield & Byers by written notice to the other parties, if the closing has not occurred on or prior to the close of business, November 21, 2017 without any mutual agreement to extend the initial end date on one or more occasion through and including November 21, 2017, in that case no party may terminate this agreement prior to such extended date.
Xin Chao agreed to continue to manage daily operations of Delta Technology Holdings Limited subsidiaries and assume all obligations and liabilities in connection the operations of the Delta Technology Holdings Limited subsidiaries post-closing. The transaction is subject to representations and warranties being true and correct in all material respects, Xin Chao and KPCB China Fund, a fund of KPCB China and KPCB China Founders Fund, L.P., a fund of Kleiner Perkins Caufield & Byers having obtained written confirmations from banks for release of any corporate guarantee given by Delta Technology Holdings Limited and all necessary corporate authorizations have been taken to approve the agreement. Fang Liu of Mei & Mark LLP acted as the legal advisor to Xin Chao, KPCB China Fund, a fund of KPCB China and KPCB China Founders Fund, L.P., a fund of Kleiner Perkins Caufield & Byers. Joan Wu of Hunter Taubman Fischer & Li LLC acted as the legal advisor to Kai Wang, Xiang Gao and Jianxin Yang.
Kai Wang, Xiang Gao and Jianxin Yang completed the acquisition of 38.34% stake in Delta Technology Holdings Limited (NasdaqCM:DELT) from Xin Chao, KPCB China Fund, a fund of KPCB China and KPCB China Founders Fund, L.P., a fund of Kleiner Perkins Caufield & Byers on November 21, 2017.
Bit Brother Ltd, formerly Urban Tea Inc, is a holding company mainly engaged in the tea product sales business and blockchain business. The Company operates three businesses. The blockchain and digital asset mining business is engaged in the research and development of a digital currency wallet, and the integrated operation and management of supercomputer servers for individual and institutional users. The tea and light foods business is engaged in the provision of tea drinks, light meals, pastries and coffee. Tea-based beverages include fresh milk tea, fruit tea and milk cap tea. Light meals include salads, sandwiches, pasta, steak, burritos and others. Pastries include bread and cakes. The business management services business is engaged in the provision of business management services and license trademarks to retail store owners, including operational management advisory services, human resources management services, accounting and payment solutions and others.
Kai Wang, Xiang Gao and Jianxin Yang acquired 38.34% stake in Delta Technology Holdings Limited from Xin Chao, KPCB China Fund, a fund of KPCB China and KPCB China Founders Fund, L.P., a fund of Kleiner Perkins Caufield & Byers for $4.2 million.