Order Form Receipt Seven Clarifications On Order Form Receipt
WENLING, China, June 22, 2020 /PRNewswire/ — Fuling Global Inc. (Nasdaq: FORK) (“Fuling Global” or the “Company”), a architect and benefactor of mainly environmentally-friendly artificial and cardboard foodservice disposable products, today appear that its lath of admiral (the “Board”) has accustomed a basic non-binding angle letter (the “Proposal Letter”), anachronous June 20, 2020, from Ms. Guilan Jiang, architect and administrator of the Lath of the Aggregation on account of herself and her connected ancestors associates who are shareholders of the Aggregation (the “Founder Family”), and Mr. Qijun Huang, an alone banking broker (together with Ms. Jiang and the Architect Family, the “Buyer Group”), to access all of the outstanding accustomed shares of the Aggregation that are not already captivated by the Buyer Group for a acquirement amount of $2.18 per share, in banknote (the “Proposed Transaction”). The Proposed Transaction, if completed, would aftereffect in the Aggregation acceptable a privately-held aggregation endemic by the Buyer Group, and the Company’s accustomed shares would be delisted from the NASDAQ Basic Market. A archetype of the Angle Letter is absorbed hereto as Exhibit A.
The Aggregation has formed a adapted board of the Board, composed of Mr. Hong (Simon) He, Mr. Jian Cao and Mr. Fuyou Cai, anniversary an absolute and aloof director, to accede the Angle Letter and the Proposed Transaction. The Aggregation cautions that the Lath has aloof accustomed the Angle Letter and has not fabricated any decisions with account to the Angle Letter and the Proposed Transaction. There can be no affirmation that the Buyer Group will accomplish any absolute action to the Company, that any absolute acceding apropos to the Angle Letter will be entered into amid the Aggregation and the Buyer Group, or that the Proposed Transaction or any added agnate transaction will be accustomed or consummated.
The Aggregation does not undertake any obligation to accommodate any updates with account to this or any added transaction, except as adapted beneath applicative law.
About Fuling Global Inc.
Fuling Global articles and distributes mainly environmentally-friendly disposable serviceware for the foodservice industry, with six attention accomplishment accessories in the U.S., Mexico, Indonesia and China. The Company’s artificial and cardboard serviceware articles accommodate disposable cutlery, bubbler straws, cups, plates and added artificial and cardboard articles and are acclimated by added than one hundred customers, including some of the world’s best notable quick-service restaurants and retailers, primarily in the U.S., China, Canada and European countries. Added advice about the Aggregation can be begin at: http://ir.fulingglobal.com/.
Safe Harbor Statement
This advertisement contains advanced statements. These statements are fabricated beneath the “safe harbor” accoutrement of the U.S. Clandestine Securities Litigation Reform Act of 1995. These advanced statements can be articular by analogue such as “will,” “expects,” “anticipates,” “future,” “intends,” “plans,” “believes,” “estimates” and agnate statements. Statements that are not absolute facts, including statements about Fuling Global’s behavior and expectations, are advanced statements. Advanced statements absorb inherent risks and uncertainties. A cardinal of factors could account absolute after-effects to alter materially from those independent in any advanced account All advice provided in this press release is as of the date of this columnist release, and Fuling Global does not undertake any obligation to amend any forward-looking statement, except as adapted beneath applicative law.
June 20, 2020
Board of Admiral (the “Board”) Fuling Global Inc. (“Fuling” or the “Company”) 88 Jintang South Ave East New District Wenling, Zhejiang Province People’s Republic China 317509
Dear Associates of the Lath of Directors:
Ms. Guilan Jiang, Administrator of the Lath of Fuling (the “Founder”), on account of herself and her connected ancestors associates who are shareholders of Fuling, including Ms. Sujuan Zhu, Mr. Qian Hu, Mr. Xinzhong Wang and Mr. Jinxue Jiang (together with the Founder, the “Founder Family”), and Mr. Qijun Huang, an alone banking broker (“Investor”, together with the Architect Family, the “Buyer Group”, “we” or “us”) are admiring to abide this basic non-binding angle (“Proposal”) to access all of the outstanding accustomed shares of the Company that are not already captivated by the Buyer Group (the “Acquisition”) in a activity clandestine transaction at proposed acquirement amount of US$2.18 per allotment in cash. We accept that our Angle provides a actual adorable befalling for the Company’s shareholders to apprehend abundant and actual allotment while ensuring connected appellation advance and connected advance in the Company’s business. Key acceding of our Angle include:
1. Consortium. The associates of the Buyer Group intend to anatomy an accretion aggregation for the purpose of implementing the Acquisition, and accept agreed to assignment alone with anniversary added in advancing the Acquisition.
2. Acquirement Price. The application payable for anniversary accepted allotment of the Aggregation is proposed to be $2.18 per accepted allotment in banknote (in anniversary case added than those accepted shares captivated by the associates of the Buyer Group). Our angle represents a exceptional of about 7% to the Company’s closing amount on June 19, 2020, and a exceptional of about 22% to the volume-weighted boilerplate closing amount of the Aggregation during the aftermost 30 trading days.
3. Funding. We intend to accounts the Accretion with a aggregate of disinterestedness and debt capital. Disinterestedness and debt costs would be provided by the Buyer Group in the anatomy of rollover disinterestedness in the Aggregation and banknote contributions from us. We apprehend absolute commitments for the adapted financing, accountable to acceding and altitude set alternating therein, to be in abode back the Absolute Agreements (as authentic below) are active with the Company.
4. Process; Due Diligence. We accept that the Accretion will accommodate aloft amount to the Company’s shareholders. We admit that the Company’s Lath of Admiral will appraise the Accretion adequately and apart afore it can accomplish its assurance to endorse it. We accept that we will be in a position to complete accepted legal, banking and accounting due activity for the Accretion in a adapted address and in alongside with discussions on the Absolute Agreements.
5. Absolute Agreements. We are able to promptly accommodate and agree mutually satisfactory absolute agreements with account to the Accretion (the “Definitive Agreements”) while administering our due diligence. This angle is accountable to the beheading of the Absolute Agreements. The Absolute Agreements will accommodate for representations, warranties, covenants and altitude which are typical, accepted and adapted for affairs of this type.
6. Confidentiality. We accept it would be in all of our interests to ensure that we advance in a carefully arcane manner, unless contrarily adapted by law, until we accept accomplished Absolute Agreements or concluded our discussion.
7. Business and Operations of the Company. The associates of the Architect Ancestors collectively own about 70% of the Company’s issued and outstanding shares, and we abide committed to architecture and growing the Aggregation afterwards the Acquisition. In because our Proposal, you should be acquainted that we are absorbed alone in accepting the outstanding shares of the Aggregation that we do not already own, and that we do not intend to advertise our shares in the Aggregation to any third party.
8. No Bounden Commitment. This letter does not accommodate all affairs aloft which acceding charge be accomplished in adjustment to able the proposed Accretion declared above, constitutes alone a basic adumbration of our interest, and does not aggregate any bounden charge with account to the Acquisition. A bounden charge will aftereffect alone from the beheading of Absolute Agreements, and again will be on acceding and altitude provided in such documentation. Nothing herein shall astrict any being to appoint in or abide discussions apropos the proposed Acquisition, and any of us may abolish discussions at any time for any acumen or no reason. Any accomplishments taken by any being in assurance on this Angle shall be at that person’s own accident and cost.
In closing, we would like to accurate our charge to alive calm to accompany this Accretion to a acknowledged and adapted conclusion. We attending advanced to audition from you.
* * * *
/s/ Guilan Jiang
/s/ Qijun Huang
SOURCE Fuling Global Inc.
Order Form Receipt Seven Clarifications On Order Form Receipt – order form receipt
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