Item 8.01 Other Events
Completion of the Acquisition of Ever Winland Limited
On August 29, 2022, Treasure Success International Limited ("Treasure Success"),
a wholly owned Hong Kong subsidiary of Jerash Holdings (US), Inc. (the
"Company"), completed the previously announced acquisition of Ever Winland
Limited ("Ever Winland"), a Hong Kong company, pursuant to a Purchase and Sale
Agreement (the "Purchase Agreement") dated June 22, 2022 with Wong Bing Lun and
Chow Lai Ming (the "Sellers"). The Sellers are independent from all directors
and officers of the Company, and the Company itself. Pursuant to the Purchase
Agreement, the Sellers sold, and Treasure Success purchased, 100% of the
ownership interests in, and the Sellers' benefit of the shareholder/director
loans owed to, Ever Winland for a consideration of HKD39.6 million.
Ever Winland solely holds the title to Unit A on the 19th Floor of "Ford Glory
Plaza," a 2009 built industrial building located at No. 37 Wing Hong Street,
Kowloon, Hong Kong (the "Property"), which unit is a business office space of
approximate 5,735 square feet. The Company, through Treasure Success, has leased
the Property since October 2016 and has been using it as offices for the
Company's management, sales and marketing team, merchandising team, and
supporting teams, including shipping and accounting.
The Company acquired the Property mainly to maintain continuity of its operation
and to avoid high set up and moving costs for a new office. Owning the Property
will also allow the Company to save rental expenses, which may increase due to
anticipated inflation. The board of directors of the Company has reviewed and
unanimously approved the transaction after reviewing a written report from an
independent valuation company. The Company also engaged an independent legal
advisor to conduct due diligence on Ever Winland and the Property and received
satisfactory results before proceeding to completion.
The foregoing description of the Purchase Agreement does not purport to be
complete and is qualified in its entirety by reference to the full text of the
Purchase Agreement, which was filed as Exhibit 10.19 to the Company's Annual
Report on Form 10-K filed on June 27, 2022 and is incorporated herein by
reference.
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