Jiaxing Shiji Network Technology Co., Ltd. signed an agreement to acquire Allyes Information Technology Co., Ltd. from Spearhead Integrated Marketing Communication Group (SZSE:300071) for CNY 50 million on November 29, 2019. Jiaxing Shiji Network Technology does not need to pay cash to Spearhead Integrated Marketing Communication, but takes Spearhead Integrated Marketing Communication's CNY 50 million debt to Allyes Information Technology as the consideration. After the completion of the transaction, Spearhead Integrated Marketing Communication will no longer include Allyes Information Technology in the scope of consolidated statements, and Jiaxing Shiji Network Technology will undertake all the assets and liabilities of Allyes Information Technology. The transaction will be divided into two steps. Spearhead Integrated Marketing Communication intends to increase the capital of the Allyes Information Technology at a price of CNY 1 per share. Spearhead Integrated Marketing Communication Group agrees to increase the capital of Allyes Information Technology and waive the right of pre-emption. After the capital increase is completed, the registered capital of the Allyes Information Technology will be increased from CNY 1.3 million to CNY 8.5 million. Jiaxing Shiji Network Technology holds 85.00% of the equity of the Allyes Information Technology and Spearhead Integrated Marketing Communication Group's shareholding ratio is changed from 100% to 15%. According to the current transaction price of the Allyes Information Technology of CNY 50 million and Jiaxing Shiji Network Technology's capital increase to the Allyes Information Technology of CNY 7.2 million, the total value of the Allyes Information Technology after the capital increase is CNY 57.2 million. Therefore, the transaction consideration payable by Jiaxing Shiji Network Technology when increasing the capital is 85% of the total consideration and CNY 48.6 million, of which CNY 7.2 million is issued by way of capital increase. At the same time, it will bear part of Spearhead Integrated Marketing Communication Group's debt to the Allyes Information Technology company and the debt of CNY 41.4 million is the remaining consideration. On the date of the completion of the capital increase, Jiaxing Shiji Network Technology acquired the 15% equity of Allyes Information Technology held by Spearhead Integrated Marketing. If the above equity is still in the state of pledge, Spearhead Integrated Marketing will transfer all the shareholders' rights and obligations corresponding to the 15% of Allyes Information Technology's equity held by it to Jiaxing Shiji Network Technology, and at the same time, the debt of CNY 8.6 million in the transaction consideration will be borne by Jiaxing Shiji Network Technology. From the date of completion of the capital increase, Jiaxing Shiji Network Technology, as a shareholder holding 100% of Allyes Information Technology, enjoys all rights of shareholders and assumes corresponding obligations. Spearhead Integrated Marketing Communication will negotiate as soon as possible to lift the pledge of the shareholding of Allyes Information Technology, and transfer all 15% of the shareholding of Allyes Information Technology to Jiaxing Shiji Network Technology to complete the transaction. Allyes Information Technology reported total revenue of CNY 1.01 billion, total assets of CNY 701.1 million, net loss of CNY 174.7 million and net assets of CNY 6.9 million for the year ending, December 31, 2018. The transaction was approved by the Board of Directors of Spearhead Integrated Marketing Communication.