SolarMax Technology, Inc. entered into letter of intent to acquire Alberton Acquisition Corporation (NasdaqCM:ALAC) from Hong Ye Hong Kong Shareholding Co., Limited and others for approximately $300 million in a reverse merger transaction on September 3, 2020. SolarMax Technology, Inc. entered into an agreement to acquire Alberton Acquisition Corporation from Hong Ye Hong Kong Shareholding Co., Limited in a reverse merger transaction on October 27, 2020. Under the terms of the agreement, SolarMax' stockholders will receive consideration in the form of newly issued Alberton equity securities, having a value of $300 million. The value of a shares of Alberton stock is the price per share equal to the price at which a share of Alberton common stock is redeemed in connection with the merger. In addition, all stock options and convertible notes of SolarMax will be assumed by Alberton following the consummation of the merger. As a part of transaction, the holders of SolarMax common stock are expected to be issued approximately 27.86 million shares of Alberton common stock, which will represent approximately 82.77% of outstanding common stock of combined entity. Alberton's existing shareholders will retain approximately 17.23% ownership interest in the combined entity. Post completion of the acquisition, the combined entity will be named “SolarMax Technology Holdings, Inc.” As a part of merger, immediately prior to the closing, Alberton will re-domesticate from a British Virgin Islands corporation into a Nevada corporation so as to continue as a Nevada corporation. Upon and immediately following the consummation of the merger, the Board of Directors of combined entity will consist of those individuals who are Directors of SolarMax plus one individual to be designated by Alberton.

The closing conditions of the merger include, among others, approval from shareholders of SolarMax and Alberton, approval by Nasdaq for continuing listing post-merger, Alberton having at least $5 million of net tangible assets as of either prior or upon completion of the merger and any relating financings, effectiveness of the registration statement, receipt of requisite regulatory approvals, the election or appointment of members to the Alberton's Board of Directors consistent with the requirements of Section 5.17 and completion of domestication. Certain SolarMax stockholders, who are officers, directors and 5% stockholders of SolarMax and who beneficially own constituting approximately 41.6% of the issued and outstanding common stock of SolarMax, executed voting agreements in favor of the transaction. The sponsor of Alberton together with one major insider shareholder, constituting approximately 56.7% of the issued and outstanding capital of Alberton, executed voting agreement in favor of the merger. The Boards of Director of Alberton Acquisition have approved the transaction and the Boards of Director of SolarMax Technology have unanimously approved the transaction. The special meeting of shareholders of Alberton Acquisition Corporation will be held in April 2021 to approve the transaction. Alberton must consummate its initial Business Combination from April 27, 2021 to October 26, 2021 which was further extended to April 26, 2021. The transaction is expected to close in April 2021. On April 15, 2021, Alberton Acquisition Corporation announced that it has agreed that if the extension is approved for the aggregate public shares that are not redeemed by the Alberton's shareholders in connection with the extension (Remaining Shares), for each monthly period, or portion thereof, that is needed by Alberton to complete an initial business combination during the extension, it will deposit $0.06 per Remaining Share. If no shares are redeemed, the monthly payment to the trust account as additional interest will be $84,808.8, based on a commitment from its sponsor. Alberton's Board continues to recommend for the extension. On April 23, 2021, Alberton held shareholders meeting, the Company's shareholders voted on proposal to amend the Company's memorandum and articles of association and extend the date before which the Company must complete a business combination (the “Termination Date”) from April 26, 2021 (the “Current Termination Date”) to October 26, 2021. As of January 3, 2022, the closing date is extended till March 14, 2022. On March 3, 2022, Alberton Acquisition received notice from the Nasdaq Office of General Counsel that a Nasdaq Hearings Panel had granted the Company's request to continue its listing on Nasdaq through April 26, 2022, and accordingly transaction is expected to close by April 26, 2022.

Louis Taubman and Arila Zhou of Hunter Taubman Fischer & Li LLC and Ogier acted as legal advisors to Alberton. Asher S. Levitsky of Ellenoff Grossman & Schole LLP acted as legal advisors to SolarMax. Mark Zimkind of Continental Stock Transfer & Trust Company acted as transfer agent and Karen Smith of Advantage Proxy, Inc. acted as information agent to Alberton Acquisition Corporation. QuestMark Capital Inc. acted as financial advisor and due diligence provider to Alberton.

SolarMax Technology, Inc. cancelled the acquisition of Alberton Acquisition Corporation (NasdaqCM:ALAC) from Hong Ye Hong Kong Shareholding Co., Limited and others in a reverse merger transaction on April 13, 2022. SolarMax terminated the tranaction because it reasonably believed that the proposed merger between Alberton Acquisition Corporation and SolarMax would not be completed by April 26, 2022, the date by which Alberton Acquisition Corporation needs to complete its initial business combination.