KWest Announces Acquisition of Fuhuiyuan International Group (Holdings) Limited
2013年7月23日 - 12:30AM
KWest Investment International Ltd. (OTCBB:KWIT)
("
KWest" or the "
Corporation"),
listed on the OTCBB ("
OTCBB") is pleased to
announce that it has entered into a letter of intent
("
Letter of Intent") dated July 19, 2013 to
acquire Fuhuiyuan International Group (Holdings) Limited
("
Fuhuiyuan International"), a company formed and
subsisting pursuant to the laws of the British Virgin Islands (the
"
Acquisition"). The Letter of Intent contemplates
that, in exchange for all the outstanding shares of common stock of
Fuhuiyuan International, KWest shall issue to Fuhuiyuan
International's shareholders an aggregate of 7,500,000 shares of
common stock of KWest.
Fuhuiyuan International is a newly formed trading company and it
has recently entered into an agency agreement with Qingdao
Fuhuiyuan Investment Co. Ltd. ("Qingdao Fuhuiyuan") in which
Qingdao Fuhuiyuan has appointed Fuhuiyuan International to act as
its international agent to sell Qingdao Fuhuiyuan's products,
including Yingcuicaoben cosmetics, Fuyuan jewelry, and Dangcing
dresses, bags and shoes. Fuhuiyuan International will collect
payments made by overseas customers on behalf of Qingdao Fuhuiyuan
and will oversee all related activities and expenditures. In
addition, Fuhuiyuan International will handle all affairs relating
to overseas transportation, customs declaration, customs clearance
and payment of taxes.
With the signing of the letter of intent, KWest will change its
name to "Fuhuiyuan International Holdings Limited" and two nominees
of Fuhuiyuan International will be appointed to the board of
directors of KWest. Following the appointment of Fuhuiyuan
International's nominees, the board of directors will consist of 4
Directors, including two nominees of KWest.
The completion of the Acquisition is subject to a number of
conditions precedent, including, but not limited to: (i) the
entering into of a definitive agreement by (the "Definitive
Agreement"); (ii) completion of satisfactory due diligence
by each of KWest and Fuhuiyuan International; (iii) the approval of
the Acquisition by each of KWest's and Fuhuiyuan International's
respective board of directors and shareholders, if required; (iv)
the absence of any material change or change in a material fact
which might reasonably be expected to have a material adverse
effect on the financial and operational conditions or the assets of
each of the parties to the Definitive Agreement; and (v) certain
other conditions typical in a transaction of this nature.
READER ADVISORY:
Certain statements contained in this release are forward-looking
statements and are based on future expectations, plans and
prospects for KWest's business and operations that involve a number
of risks and uncertainties. KWest's forward-looking statements in
this release are made as of the date hereof, and the Corporation
disclaims any duty to supplement, update or revise such statements
on a going-forward basis, whether as a result of subsequent
developments, changed expectations or otherwise. In connection with
the "safe harbor" provisions of the U.S. Private Securities
Litigation Reform Act of 1995 and the "forward-looking information"
provisions of National Instrument 51-102 of the Canadian Securities
Administrators, the Corporation is identifying certain
forward-looking information. Actual events or results may differ
materially from those contained in these forward-looking
statements. Important factors that could cause further events or
results to vary from those addressed in the forward-looking
statement include, without limitation, risks and uncertainties
arising from the ability of KWest to successfully complete the
Exchange Transaction, to satisfy the conditions precedent contained
in the Exchange Agreement and successfully exploit the rights
acquired thereby; uncertainties relating to the ability to realize
the expected benefits of the acquisition; unanticipated or
unfavorable regulatory matters; general economic conditions in the
region and industry which KWest and Dino operate, and other risk
factors as discussed in the Corporation's other filings made by the
Corporation from time to time with the Securities and Exchange
Commission and the Alberta Securities Commission.
CONTACT: FOR FURTHER INFORMATION, PLEASE CONTACT:
KWest Investment International Ltd.
Stolfin Wong, President and CEO
Telephone: (780) 266-4188
Facsimile: (780) 756-1670
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