American Seniors Association Holding Group, Inc. Enters Into Stock Acquisition Agreement With Btab Group Inc.
February 16, 2023 – Bradenton, FL. – American Seniors Association Holding Group, Inc (OTC-AMSA) (the “Company”) has entered into a definitive stock purchase agreement with Btab Group Inc, a Delaware Corporation (“BTAB”), an e-commerce company with operations in Australia, Hong Kong, China, India, UK, and the U.S.
Pursuant to the stock purchase agreement, the Company will acquire five BTAB subsidiaries in exchange for approximately 625 million Company common stock shares being issued to BTAB and 20,000,000 newly issued Company Series A Preferred Stock shares being issued to the controlling shareholder of BTAB. Following the transaction, BTAB will own approximately 90 percent of the Company’s outstanding common stock shares and the BTAB shareholder will own 100% of the Company’s outstanding Series A Preferred Stock. The Series A Preferred Stock entitles the holder to 100 common stock votes on all matters submitted to shareholder vote, voting as a class with the common stock shareholders.
The acquired BTAB e-commerce subsidiaries had approximately $11M in annual revenues in 2022.
Following the closing of the transaction, the Company will apply to the Financial Industry Regulatory Authority (“FINRA”) for consent to change the Company’s name, trading symbol, and effect a reverse stock split, as is customary for transactions of this nature.
The closing of the transaction is subject to various conditions, including satisfactory completion of due diligence, approval of the boards of directors of the Company and of BTAB, and approval by majority vote of the Company shareholders. The transaction is expected to closed before February 28, 2023.
About the Btab Group Inc.
BTAB was founded in 2014 and is an e-commerce company that operates through subsidiaries in Australia and the ASEAN region as well as locations in the US and UK. They provide affordable ecommerce services and supply technology and products to small businesses to allow them to compete in an underserved market segment. The BTAB network seeks to expand its reach into Europe and the Americas where it will be able to provide small businesses with products and services not currently commercially available to them. BTAB believes the e-commerce growth in Asia alone will be significant well into the next decade and beyond as increasing numbers of internet users take advantage of online shopping and increasing spending power.
Safe Harbor Statement
Certain statements set forth in this press release constitute “forward-looking statements.” Forward-looking statements include, without limitation, any statement that may predict, forecast, indicate, or imply future results, performance or achievements, and may contain the words “estimate”, “project”, “intend”, “forecast”, “anticipate”, “plan”, “planning”, “expect”, “believe”, “will likely”, “should”, “could”, “would”, “may” or words or expressions of similar meaning. Such statements are not guarantees of future performance and are subject to risks and uncertainties that could cause the Company’s actual results and financial position to differ materially from those included within the forward-looking statements. Forward-looking statements involve risks and uncertainties, including those relating to the Company’s ability to grow its business. Actual results may differ materially from the results predicted and reported results should not be considered as an indication of future performance. The potential risks and uncertainties include, among others, the Company’s limited operating history, the limited financial resources, domestic or global economic conditions — activities of competitors and the presence of new or additional competition and conditions of equity markets.