The Singing Machine Company Says It Completed The Acquisition Of SemiCab; As Part Of Transaction, Company Also Entered Into An Option Agreement To Acquire SMCB Solutions Private Limited
The Singing Machine Company Says It Completed The Acquisition Of SemiCab; As Part Of Transaction, Company Also Entered Into An Option Agreement To Acquire SMCB Solutions Private Limited
The transaction was structured as an asset purchase/sale. At closing, Singing Machine will issue to SemiCab 641,806 shares of its common stock, which represents approximately 10% of the Company's issued and outstanding common stock as of July 3, 2024 and the assumption of approximately $2.6 million in liabilities as of March 31, 2024. In addition, at closing Singing Machine will issue to SemiCab a 20% membership interest in its newly formed wholly owned subsidiary, SemiCab Holdings, LLC.
這筆交易被構造爲資產購買/出售。在交割時，Singing Machine將向SemiCab發行641,806股普通股，該股份佔公司截至2024年7月3日發行的普通股的約10％，並承擔截至2024年3月31日約260萬美元的負債。此外，在交割時，Singing Machine將向SemiCab發行其新成立的全資子公司SemiCab Holdings，LLC的20％會員權益。
As part of the transaction, the Company also entered into an option agreement to acquire SMCB Solutions Private Limited, an Indian based wholly owned subsidiary of SemiCab. This entity currently operates from Bangalore India and serves the combined businesses technology needs as well as India-based enterprise customers. Consideration for this part of the transaction will include an additional 320,903 shares of the Company's Common Stock. This transaction is expected to close before August 31, 2024, subject to certain regulatory compliance and approvals in India. This subsidiary has generated approximately $1.4 million in sales for the last twelve-month period ended March 31, 2024. The figures are not included in the financial statements included in this release.
作爲這筆交易的一部分，公司還簽訂了一份選項協議，以收購SemiCab的一個名爲SMCb Solutions Private Limited的印度全資子公司。該實體目前從印度班加羅爾運營，併爲聯合企業和印度本土企業客戶提供技術需求。這部分交易的考慮包括公司的另外320,903股普通股。預計該交易將在2024年8月31日之前完成，但需符合印度的某些監管法規和批准。該子公司在截至2024年3月31日的最後12個月期間產生了約140萬美元的銷售額。這些數字未包含在本公告中的基本報表中。
譯文內容由第三人軟體翻譯。