Ecochild Inc. Completes Share-Exchange Transaction
Poster: SySAdmin
Posted on May 20, 2010 at 7:14:01 AM
Ecochild Inc. Completes Share-Exchange Transaction
SHENZHEN, China, May 20 -- Ecochild, Inc. (BULLETIN BOARD: ECOH) on May 12, 2010 announced the completion of a share exchange transaction with AIVtech Holding (Hong Kong) Limited ("AIVtech"), pursuant to which AIVtech became a wholly-owned subsidiary of Ecochild, Inc. ("Ecochild" or the "Company"). Through its subsidiaries, AIVtech designs, manufactures and markets electronic furniture, digital/multimedia speakers, and LCD/LED televisions. The management team is led by AIVtech founder and Chairman and CEO JinLin Guo and Chief Operating and Financial Officer YiLin Shi. The new public company is quoted on the Over-The-Counter Bulletin Board under the ticker symbol "ECOH". The Company intends to change its corporate name to AIVtech International Group Co.
AIVtech is the parent company of wholly owned Shenzhen AIVtech Company Limited ("Shenzhen AIVtech"), which owns 70% of Dongguan AIVtech Company Limited ("Dongguan AIVtech"). AIVtech founder and Chairman and CEO JinLin Guo owns the remaining 30% of Dongguan AIVtech. According to the share exchange agreement, Ecochild acquired all outstanding shares of AIVtech, and AIVtech shareholders have transferred all their shares to Ecochild. In exchange, Ecochild issued a combination of 10,375,000 Ecochild shares (representing 51.88% of total shares outstanding) and a cash payment of $0.005 per share (totaling $3,948,125) to the AIVtech shareholders. The cash payment is represented by a promissory note and payable 12 months after the closing of the transaction. In addition, shareholder Jie Zhang agreed to transfer 3,009,000 Ecochild shares to two shareholders-AIVtech Chairman and CEO JinLin Guo and Lanbin Ding-within six months of the closing of the transaction. Mr. Guo will receive 1,770,000 shares and Mr. Ding will receive 1,239,000 shares, according to the agreement. Following the close of the share exchange, 20 million shares of Ecochild are issued and outstanding. Additional details of the share exchange are described in the Company's Form 8-K filed with the Securities and Exchange Commission on May 14, 2010.
AIVtech's revenues in 2009 derived solely from the sales of electronic furniture and digital/multimedia speakers. In April 2010 the Company began production of LED-backlit LCD televisions. For the year ended December 31, 2009, AIVtech reported revenues of $38.5 million, representing 85.4% growth from $20.7 million in 2008. Full-year 2009 net income was $7.5 million, an increase of 91.9% over 2008 net income of $3.9 million.
"We are pleased to have completed the share exchange transaction with Ecochild and look forward to the increased recognition from being a publicly listed company in the U.S.," said Ecochild Chairman and CEO JinLin Guo. Mr. Guo added, "We also look forward to leveraging our public listing to become a globally recognized company, particularly in offering LED-backlit TVs under our AIV brand."
AIVtech pioneered the concept of electronic furniture by combining consumer electronics with furniture and markets products under its AIV brand (which stands for Audio and Interactive Video), as well as designing and manufacturing OEM (Original Equipment Manufacturing) and ODM (Original Design Manufacturing) products for its customers. AIVtech aims to become a global company with a globally recognized brand, offering premium and high-quality products to consumers. The Company has three major product categories: (1) electronic furniture, including video chairs with built-in speakers and vibration, as well as leisure furniture with built-in audio/video systems; (2) multimedia/digital speakers; and (3) LCD/LED televisions marketed under its own AIV brand.
About Ecochild Inc.
Ecochild Inc. is a holding company for AIVtech Holding (Hong Kong) Limited ("AIVtech"). AIVtech was incorporated on November 4, 2005 under the laws of Hong Kong and has two subsidiaries that manufacture a series of casual audio furniture, multimedia speakers, and LCD/LED televisions: Shenzhen AIVtech and Dongguan AIVtech. The Company designs, manufactures, and markets electronic furniture, digital/multimedia speakers, and LCD/LED television under its own AIV brand, which stands for Audio & Interactive Video. AIVtech also designs and manufactures products for its customers on both an OEM (Original Equipment Manufacturing) and ODM (Original Design Manufacturing) basis. For more information, visit http://www.aivtech.com/ .
Safe Harbor Statement
This release contains certain "forward-looking statements" relating to the business of the Company and its subsidiaries. These forward looking statements are often identified by the use of forward-looking terminology such as "believes, expects" or similar expressions. Such forward looking statements involve known and unknown risks and uncertainties that may cause actual results to be materially different from those described herein as anticipated, believed, estimated or expected. Investors should not place undue reliance on these forward-looking statements, which speak only as of the date of this press release. The Company's actual results could differ materially from those anticipated in these forward-looking statements as a result of a variety of factors, including those discussed in the Company's Form 8-K filed with the Securities and Exchange Commission on May 14, 2010 and available on its website (http://www.sec.gov). All forward-looking statements attributable the Company or to persons acting on its behalf are expressly qualified in their entirety by these factors other than as required under the securities laws. The Company does not assume a duty to update these forward-looking statements.
For more information, please contact:
Company Contact:
Mr. Terry Liao, Vice President
AIVtech Group Co., Ltd.
Email: terryliao@aivtechgroup.com
Tel: +86-755-8835-3133
Investor Relations Contact:
Mr. John Harmon, Sr. Account Manager
CCG Investor Relations
Email: john.harmon@ccgir.com
Tel: +1-646-833-3424
Source: AIVtech Holding (Hong Kong) Limited
CONTACT: Terry Liao, Vice President, +86-755-8835-3133,
terryliao@aivtechgroup.com, of AIVtech Group Co., Ltd.; Investor Relations
Contact: John Harmon, Sr. Account Manager, +1-646-833-3424,
john.harmon@ccgir.com, of CCG Investor Relations
Web site: http://www.aivtech.com/
SHENZHEN, China, May 20 -- Ecochild, Inc. (BULLETIN BOARD: ECOH) on May 12, 2010 announced the completion of a share exchange transaction with AIVtech Holding (Hong Kong) Limited ("AIVtech"), pursuant to which AIVtech became a wholly-owned subsidiary of Ecochild, Inc. ("Ecochild" or the "Company"). Through its subsidiaries, AIVtech designs, manufactures and markets electronic furniture, digital/multimedia speakers, and LCD/LED televisions. The management team is led by AIVtech founder and Chairman and CEO JinLin Guo and Chief Operating and Financial Officer YiLin Shi. The new public company is quoted on the Over-The-Counter Bulletin Board under the ticker symbol "ECOH". The Company intends to change its corporate name to AIVtech International Group Co.
AIVtech is the parent company of wholly owned Shenzhen AIVtech Company Limited ("Shenzhen AIVtech"), which owns 70% of Dongguan AIVtech Company Limited ("Dongguan AIVtech"). AIVtech founder and Chairman and CEO JinLin Guo owns the remaining 30% of Dongguan AIVtech. According to the share exchange agreement, Ecochild acquired all outstanding shares of AIVtech, and AIVtech shareholders have transferred all their shares to Ecochild. In exchange, Ecochild issued a combination of 10,375,000 Ecochild shares (representing 51.88% of total shares outstanding) and a cash payment of $0.005 per share (totaling $3,948,125) to the AIVtech shareholders. The cash payment is represented by a promissory note and payable 12 months after the closing of the transaction. In addition, shareholder Jie Zhang agreed to transfer 3,009,000 Ecochild shares to two shareholders-AIVtech Chairman and CEO JinLin Guo and Lanbin Ding-within six months of the closing of the transaction. Mr. Guo will receive 1,770,000 shares and Mr. Ding will receive 1,239,000 shares, according to the agreement. Following the close of the share exchange, 20 million shares of Ecochild are issued and outstanding. Additional details of the share exchange are described in the Company's Form 8-K filed with the Securities and Exchange Commission on May 14, 2010.
AIVtech's revenues in 2009 derived solely from the sales of electronic furniture and digital/multimedia speakers. In April 2010 the Company began production of LED-backlit LCD televisions. For the year ended December 31, 2009, AIVtech reported revenues of $38.5 million, representing 85.4% growth from $20.7 million in 2008. Full-year 2009 net income was $7.5 million, an increase of 91.9% over 2008 net income of $3.9 million.
"We are pleased to have completed the share exchange transaction with Ecochild and look forward to the increased recognition from being a publicly listed company in the U.S.," said Ecochild Chairman and CEO JinLin Guo. Mr. Guo added, "We also look forward to leveraging our public listing to become a globally recognized company, particularly in offering LED-backlit TVs under our AIV brand."
AIVtech pioneered the concept of electronic furniture by combining consumer electronics with furniture and markets products under its AIV brand (which stands for Audio and Interactive Video), as well as designing and manufacturing OEM (Original Equipment Manufacturing) and ODM (Original Design Manufacturing) products for its customers. AIVtech aims to become a global company with a globally recognized brand, offering premium and high-quality products to consumers. The Company has three major product categories: (1) electronic furniture, including video chairs with built-in speakers and vibration, as well as leisure furniture with built-in audio/video systems; (2) multimedia/digital speakers; and (3) LCD/LED televisions marketed under its own AIV brand.
About Ecochild Inc.
Ecochild Inc. is a holding company for AIVtech Holding (Hong Kong) Limited ("AIVtech"). AIVtech was incorporated on November 4, 2005 under the laws of Hong Kong and has two subsidiaries that manufacture a series of casual audio furniture, multimedia speakers, and LCD/LED televisions: Shenzhen AIVtech and Dongguan AIVtech. The Company designs, manufactures, and markets electronic furniture, digital/multimedia speakers, and LCD/LED television under its own AIV brand, which stands for Audio & Interactive Video. AIVtech also designs and manufactures products for its customers on both an OEM (Original Equipment Manufacturing) and ODM (Original Design Manufacturing) basis. For more information, visit http://www.aivtech.com/ .
Safe Harbor Statement
This release contains certain "forward-looking statements" relating to the business of the Company and its subsidiaries. These forward looking statements are often identified by the use of forward-looking terminology such as "believes, expects" or similar expressions. Such forward looking statements involve known and unknown risks and uncertainties that may cause actual results to be materially different from those described herein as anticipated, believed, estimated or expected. Investors should not place undue reliance on these forward-looking statements, which speak only as of the date of this press release. The Company's actual results could differ materially from those anticipated in these forward-looking statements as a result of a variety of factors, including those discussed in the Company's Form 8-K filed with the Securities and Exchange Commission on May 14, 2010 and available on its website (http://www.sec.gov). All forward-looking statements attributable the Company or to persons acting on its behalf are expressly qualified in their entirety by these factors other than as required under the securities laws. The Company does not assume a duty to update these forward-looking statements.
For more information, please contact:
Company Contact:
Mr. Terry Liao, Vice President
AIVtech Group Co., Ltd.
Email: terryliao@aivtechgroup.com
Tel: +86-755-8835-3133
Investor Relations Contact:
Mr. John Harmon, Sr. Account Manager
CCG Investor Relations
Email: john.harmon@ccgir.com
Tel: +1-646-833-3424
Source: AIVtech Holding (Hong Kong) Limited
CONTACT: Terry Liao, Vice President, +86-755-8835-3133,
terryliao@aivtechgroup.com, of AIVtech Group Co., Ltd.; Investor Relations
Contact: John Harmon, Sr. Account Manager, +1-646-833-3424,
john.harmon@ccgir.com, of CCG Investor Relations
Web site: http://www.aivtech.com/