HAIKOU, China, Nov. 1, 2021 /PRNewswire/ -- JX Luxventure
Limited (NASDAQ: LLL) (the "Company"), a company engaged in casual
menswear, cross-border merchandise, airfare and tourism
business announced today that the Company has closed a private
placement offering (the "Offering") of its newly-designated Series
D Convertible Preferred Stock, par value $0.0001 per share ("Series D Convertible
Preferred Stock"), in which the Company issued 100,000 shares of
Series D Convertible Preferred Stock (the "Shares") for the total
gross proceeds of $3,900,000.
The Shares were issued to an accredited investor not affiliated
with the Company, in reliance upon Section 4(a)(2) of the
Securities Act of 1933, as amended, and/or Rule 506(b) of
Regulation D promulgated thereunder, pursuant to the terms of the
Certificate of Designation, Preferences and Rights of Series D
Convertible Preferred Stock (the "Certificate of Designation") and
the subscription agreement between the investor and the Company,
dated as of November 1, 2021. As
stated in the Certificate of Designation, shares of Series D
Convertible Preferred Stock vote together with holders of shares of
common stock, par value $0.0001 per
share (the "Common Stock") of the Company on an as-if-converted
basis; have no special dividend right, ranks equal to the Common
Stock with respect to rights upon liquidation and are convertible
into shares of Common Stock on a 1 do 13 basis at any time
following the issuance. However, the conversion is limited to
the extent that no conversion may occur if the number of shares of
Common Stock to be issued pursuant to such conversion, when
aggregated with all other shares of Common Stock owned by the
holder of such shares at such time, would result in the holder
beneficially owning (as determined in accordance with Section 13(d)
of the Securities Exchange Act of 1934, as amended, and the rules
thereunder) in excess of 9.99% of the then issued and outstanding
shares of Common Stock.
The Offering and the issuance of the Shares were approved by the
unanimous board consent of the Company and the affirmative vote of
the holders of approximately 60.4% of the total issued and
outstanding capital stock of the Company, in accordance with the
applicable provisions of the Business Corporations Act of the
Marshall Islands and the listing
rules of the Nasdaq Capital Market.
Ms. Sun Lei, Chief Executive Officer of the Company
commented: "For the first 6 months of 2021, our Company's revenue
exceeded the entire full year revenue of 2020 by 20%. The
proceeds from this financing transaction will be used toward
further expanding our operations. I appreciate the confidence
of our investors and look forward to building on the momentum and
have a strong finish for 2021 for JX Luxventure Limited.
About JX Luxventure Limited
Headquartered in Haikou, China, JX Luxventure Limited,
through its subsidiaries, is engaged in the business of menswear,
cross-border merchandise, airfare and tourism. To learn more
about the Company, please visit its corporate website
at en.jxluxventure.com.
Safe Harbor Statement
This press release may contain certain "forward-looking
statements" relating to the business of KBS Fashion Group Limited,
and its subsidiary companies. All statements, other than statements
of historical fact included herein, are "forward-looking
statements" in nature within the meaning of the Private Securities
Litigation Reform Act of 1995. These forward-looking statements,
often identified by the use of forward-looking terminology such as
"believes," "expects" or similar expressions, involve known and
unknown risks and uncertainties. Although the Company believes that
the expectations reflected in these forward-looking statements are
reasonable, they do involve assumptions, risks and uncertainties,
and these expectations may prove to be incorrect. Investors should
not place undue reliance on these forward-looking statements, which
speak only as of the date of this press release. The Company's
actual results could differ materially from those anticipated in
these forward-looking statements as a result of a variety of
factors, including those discussed in the Company's periodic
reports that are filed with the Securities and Exchange Commission
and available on its website (http://www.sec.gov). All
forward-looking statements attributable to the Company or persons
acting on its behalf are expressly qualified in their entirety by
these factors. Other than as required under the securities laws,
the Company does not assume a duty to update these forward-looking
statements.
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SOURCE JX Luxventure Limited