Item 1.01 Entry into a Material Definitive Agreement.
On May 16, 2017, the Board of Directors (the
"Board") of UBI Blockchain Internet, LTD (“UBI” or “the Company”), a Delaware corporation, ratified
and approved an Acquisition Agreement ("Agreement') with Shenzhen Nova E-commerce, Ltd., ("NOVA") a private Shenzhen
Chinese corporation. Under the terms of the Agreement UBI acquired 100% ownership of Nova in exchange for 25,000,000 unregistered
restricted Class C common shares by UBI. The 130 owners of NOVA will receive Class C common shares, based on their pro-rata ownership
of NOVA, when the transferred ownership of NOVA has completed. The transfer of ownership officially takes place when the business
license in Hong Kong has been changed to UBI. This process can take a few weeks to a couple of months to take place. (See Exhibit
10.3)
Following the acquisition and the licensee
name change to UBI, NOVA will be a 100% owned subsidiary of the Company.
About UBI Blockchain Internet, LTD
UBI Blockchain Internet’s business encompasses
the research and application in the blockchain technology with a focus on the Internet of things covering areas of food, drugs
and healthcare. Management plans to focus its business in the integrated wellness industry, by providing procedures for safety
and effectiveness in food and drugs, but also preventing counterfeit or fake food and drugs. With the advancement of the blockchain
technology, the Company plans to trace a food or drug product from its original source within the context of the internet of things
to the final consumer.
About Shenzhen Nova E-commerce, Ltd
Shenzhen Nova E-commerce Ltd. was incorporated
on May 26, 2016 and currently operates a online store in China selling a wide range of products including maternal and infant products,
cosmetics, wine, household goods, digital and luxury products. Nova's website became operational in April, 2017.
NOVA
is
registered in Qianhai Free Trade Zone, China. Its business operation is an e-commerce platform offering online retail service,
via OYA Mall. From its inception on May 26, 2016 through April, 2017, NOVA has been building its website and infrastructure.
Nova
has commenced its operation in April 2017.
The executive team post acquisition
consists of the following people:
Huixian
Ma, general manager, director, 30 years old, Lingjintan Town, Taoyuan County, Hunan Province, China. Previous to this position,
she was the training manager at Hunan Institute of Science & Liberal Arts.
Shanghong
Long, Deputy General Manager, and business director, 34 years old. Wuchuan City, Guangdong Province, China. Previous to this position,
he served as deputy general manager of Guangzhou cross-border e-commerce company in the past.
Rui
Xu, Chief Technology Officer, 27 years old. Previous to this position, he worked as technology director at Blue Bird Ltd., at Beijing
University.
2
NOVA's
Chinese language website is: www.oyamall.com. The website
is operational, where customers can
buy products, including food, non-prescription medicine, skin care products etc. offered on the website. For the purpose of this
Current Report, the website is not part of this Current Report, but referenced for informational purposes.