Aiways Holdings Limited has entered into a non-binding letter of intent to acquire China Liberal Education Holdings Limited (NasdaqCM:CLEU) for $37.9 million on September 16, 2022. Aiways Holdings Limited has entered into a definitive agreement to acquire China Liberal Education Holdings Limited (NasdaqCM:CLEU) for $37.9 million on November 2, 2022. Pursuant to the proposed terms of the LOI, the Acquisition would value all the equity interests of Aiways at an aggregate amount ranging from $5 billion to $6 billion (or as otherwise agreed by the parties and stipulated in the definitive agreement), with reference to a valuation of Aiways as appraised by a qualified third-party firm. On the closing date of the Acquisition, all the equity interests of Aiways will be converted into the ordinary shares of China Liberal Education Holdings Limited (NasdaqCM:CLEU), in each case based on the applicable conversion ratio that will represent an aggregate number of newly issued China Liberal Education Holdings Limited (NasdaqCM:CLEU) ordinary shares equal to the Equity Value divided by the volume-weighted average price of China Liberal Education Holdings Limited (NasdaqCM:CLEU) ordinary shares as quoted on Nasdaq for a 30 trading-day-period prior to the date of execution of the definitive agreement. The Acquisition is also subject to specified conditions precedent that must be satisfied or validly waived, including the receipt of any required regulatory and corporate approvals, including the approval from the China Liberal Education Holdings Limited (NasdaqCM:CLEU) shareholders.

Aiways Holdings Limited cancelled the acquisition of non-binding letter of intent to acquire China Liberal Education Holdings Limited (NasdaqCM:CLEU) on April 26, 2023. Wilson Sonsini Goodrich & Rosati, P.C. and Hunter Taubman Fischer & Li LLC both acted as legal advisors to China Liberal Education Holdings Limited.