MultiMetaVerse Holdings Limited (NASDAQ:MMV) ("MMV" or the "Company"), a leading animation and entertainment company for young consumers in China, today announced that it has signed a definitive share exchange agreement (the "Share Exchange Agreement") with the shareholders (the "Transferors") of Bowong AI Limited ("Bowong Cayman"), which, after a series of restructuring transactions, is expected to indirectly hold 100% equity interests in Bowong Technology (Shenzhen) Co., Ltd. ("Bowong Technology"). Bowong Technology is a company equipped with cutting-edge technologies that is vertically integrated in the AI e-commerce sector. It focuses on delivering comprehensive AI technologies and services for sellers on both emerging social e-commerce platforms and traditional e-commerce platforms.
The Share Exchange Agreement supersedes a non-binding term sheet between the Company and Bowong Technology, which was announced on October 2, 2024. Pursuant to the Share Exchange Agreement, each of the Transferors agrees to sell and transfer to the Company all of the shares of Bowong Cayman he beneficially owns, and in exchange and as consideration therefor, the Company agrees to issue and allot an aggregate of 37,000,000 Class A ordinary shares to such Transferors. Upon completion of the foregoing, Bowong Cayman will become a wholly-owned subsidiary of the Company, and Bowong Technology and all the subsidiaries and affiliates controlled by it will become consolidated subsidiaries and affiliates of the Company.