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    VIVC   US9285341064


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VIVIC CORP. : Completion of Acquisition or Disposition of Assets, Financial Statements and Exhibits (form 8-K)

12/31/2019 | 11:18am EST

Item 2.01 Completion of Acquisition or Disposition of Assets.

On October 15, 2019,Vivic Corp ("Company") completed the acquisition of 100% ownership of Guangzhou Monte Fino Yacht Co., Ltd., a Chinese limited liability company ("Guangzhou Monte Fino").

Guangzhou Monte Fino holds the exclusive license to use the brand "Monte Fino" in mainland China. Monte Fino is a famous yacht brand owned by Taiwan Kha Shing Yacht Company, one of the leading yacht manufacturers in the world. Guangzhou Monte Fino has acquired the rights to develop a yacht marina in Shanwei City, Guangdong Province, China and has also developed and operated "Surf"(??),an online yacht rental and leisure service platform in Guangzhou, China. Guangzhou Monte Fino engaged in business in multiple Chinese provinces including Guangdong, Fujian and Hainan, and it has received numerous awards at the famous China Boat Show.

The acquisition of Guangzhou Monte Fino is a milestone for the Company's business in mainland China. Guangzhou Monte Fino's operations will contribute significantly to the main business of the Company, including marine tourism, yacht rental and marina management.

Subsequent to the acquisition, Guangzhou Monte Fino will assume the continuing operations of the post-acquisition entity, and its senior management acted as the senior management of the post-acquisition entity. The acquisition is considered as a re-capitalization of the company. Therefore, the assets, liabilities and operating results of Guangzhou Monte Fino will be merged with us from the date of acquisition.

We are a corporation established under the corporation laws in the State of Nevada on February 16, 2017. Yoel Rosario Duran and Dmitriy Perfilyev were our directors and officers. We mainly engaged in the tourism business. On December 27, 2018, Honetech Inc, a Samoa company, purchased 2,499,800 shares of common stock of Company from Yoel Rosario Duran for the price of $151,984.80 and 1,999,800 shares of common stock of the Company from Dmitriy Perfilyev for the price of $151,984.80 pursuant to the share purchase agreements entered on December 21, 2018. Upon the consummation of these transactions, Hontech Inc became the controlling shareholder of the Company. In connection with this share purchase transaction, on December 21, 2018, the following new members have been appointed to the board of directors and principal offices of the Company:

Wen-Chi Huang became Chairman of the Board and a Board Director.

Huilan Chen became Secretary of the Board, a Board Director and the Controller of the Company.

Cheng-Hsing Hsu became a Board Director and the Chief Financial Officer of the Company.

Yun-Kuang Kung became the Chief Executive Office of the Company.

Kuen-Horng Tsai became the Supervisor of the Board of Directors and a Board Director.

Kun-Teng Liao became a Board Director.

Effective on December 21, 2018, Yoel Rosario Duran resigned from all positions he held in the Company, including Chief Executive Officer, Chief Financial Officer, President, Treasurer, and Board Director, and Dmitriy Perfilyev resigned as the Secretary of the Company.

Starting December 27, 2018, accompanying the change of new management, we expanded our main business operations to the research and development of yacht manufacturing, tourism, pier, real estate operations and the application of new energy saving technologies.

There are currently two main sectors in the Company's business:

1)In mainland China and Taiwan, we carried out the development, sales and operation of new energy electric yachts and traditional power yachts, covering the entire yacht industry chain. Through the Internet platform, we provided our own proprietary and third-party yacht tourism products, covering the best coastal tourism attractions in Taiwan and China including Hainan, Xiamen, and Guangzhou.

2)For the global energy market, we developed a series of oil and gas energy-saving products with new energy-saving technologies. This cross-century energy-saving solution can be applied in various scenarios with oil and natural gas as energy sources. This energy-saving innovative technology will also be applied to new energy-saving ships and traditional boat reconstruction equipment to save energy.




On June 25, 2019, we formed Vivic Corporation (Hong Kong) Co., Ltd ("Vivic HK"), a wholly owned subsidiary company in Hong Kong. We intended to use Vivic HK as the primary entity to carry out the new business development in Hong Kong, Macau and mainland China ("Target Areas"), coordinate the cooperation with other business entities in Target Areas, and invest in the potential mergers and acquisitions in Target Areas.

On July 6, 2019, Huilan Chen resigned and Cheng Lung Sung became the new Secretary of the Company.

On July 11, 2019, we formed a wholly owned branch company in Taiwan ("VIVC Taiwan") at 19 Jianping Third Street, Tainan City. VIVC Taiwan will be responsible for the research, development and application of energy-saving technologies, and the research and development of the manufacturing of electric ships.

Corporate Structure:

Upon the acquisition of Guangzhou Monte Fino, our corporate structure is as

[[Image Removed: Doc1.jpg]]

           Brief Description of the Business of Guangzhou Monte Fino

Guangzhou Monte Fino is committed to building a yacht wharf centered business with multiple channels of revenues. It focuses on the wharf construction operation, yacht R&D, brand promotion, marketing and resource integration. It combines the online platform with numerous third party service providers to deliver yacht based recreational and leisure packages and services. Guangzhou Monte Fino was incorporated in Guangzhou on October 11, 2016 and has two subsidiaries:

Guangzhou Haishangshengshi yacht co., LTD., focusing on yacht sales, yacht rental, Internet platform development and operation;




Guangzhou Jiaxin Yacht Co., Ltd. focusing on dock development, new energy yacht research and development, yacht maintenance and other industry chain undertakings.

Business and Services

Guangzhou Monte Fino's business operations mainly consist of:

Operation of the yacht wharf:

Acquire the right to the construction land of the yacht wharf, co-develop the yacht wharf with local developers and operate the yacht wharf afterwards

Yacht sales: Guangzhou Monte Fino is the general agent of Monte Fino yacht brand in mainland China. Monte Fino is a luxury yacht brand established for 30 years with approximately 1200 luxury superyachts sold under its brand.

Yacht leasing: we operate yacht leasing business in Fujian, Guangdong and Hainan and can also reach out to customers in other regions through Internet sharing platform.

Internet platform development and operation: the company has developed an Internet yacht platform with the brand of Surf ("Xianglang"). Through the distribution mechanism, the company enrolled members and sold membership subscription to expand yacht consumption customers. It provides marine tourism products through the time share mechanism.

Yacht maintenance: provide yacht maintenance service for Chinese mainland customers.

New energy yacht research and development: research and development through full electric or hybrid electric yacht, reduce the cost of yacht tourism operation, protect the earth environment, and reduce the use of yacht pollution.

Core Strengths

Our business has the following core strengths to meet the needs of our merchants and consumers.

Industrial chain support of yacht factory. Through cooperation with various yacht companies, and with the support of Taiwan Monte Fino, the Company has supported its business development with a 40-year industry chain of yacht manufacturing, maintenance, sales, operation, tourism and wharf management and construction.

Closer to the mainland China market. As the Chinese yacht market has just started, it is difficult for European and American yacht companies to establish after-sales service network in a short period of time, and maintenance services often cannot meet the needs of customers in real time. The Company is based in Guangdong, Fujian and Hainan, which is closer to the consumer group in terms of customer response, driving experience, after-sales maintenance and so on. After perfecting the national marketing service network, we will be able to provide all-round after-sales service for domestic yacht users.

Technology. In terms of technology, the Company has a sound R&D system for yacht research and development, and at the same time, it cooperates with excellent design companies in China and abroad, so that the products can always meet the market demand. In terms of yacht manufacturing, the company has advanced 3d printing manufacturing technology in yacht manufacturing, which can greatly reduce the research and development cost and produce better results.

Outstanding cost performance. Compared with Europe and the United States and other yacht manufacturing regions, the company's yacht products are very outstanding cost-effective advantages. The quality and performance of the company's yacht products reach or exceed the European and American yacht brands, but in terms of price, it is roughly half to three-fifths of the international brands'comparable products.

Flexibility of customization. The company has a strong ability to produce products according to customers' specific requirements. According to the consumption environment of the target market, it can carry out different interior design and




decoration for the same type of ship, and regardless of Chinese and international customers, it can understand the production process of the yacht at any time, timely adjust the function design.

Merchant/user scale. We want to include products from mass market merchants, such as food and beverages, as part of our products and services. We believe that by adopting a blockchain driven incentive model, simple to complex transactions will be more effectively extended to the mass market.

Brand. We believe that one of the benefits of our brand is that Monte Fino, as a luxury yacht brand, has been established for many years and has good quality control and customer reviews, as well as good customer reviews on the internet platform. A good brand image will help our ecosystem gain more users, distributors and merchants.

Sales and Marketing

Brand awareness. We raise the profile of our company, products, and services directly through the following platforms: mobile applications, social media platforms, in-person promotions, events, and cross-working with business partners.

·Mobile applications: consumers access our products through our mobile platform. Businesses promote their products through the same platform.

·Social media platforms: we promote our products and ecosystem on various social media platforms, including trill, purchase, local BBS, and WeChat Moments.

·Face to face: notify potential users by word of mouth.

·Business partners: we actively seek brand partners to cross-promote our brands, products and services.

·Recommendation and distributor: we actively encourage the development of distributor and subsidiary communities, which will encourage the sale of our products and services.

Offline marketing.

·Ground promotion: use shopping malls, squares, hotels and other channels to obtain customers and traffic.

·Membership: development through member recommendation.

·Alliance: promote brands and products by cooperating with other industries without competition.

Markets and Regions-Greater China includes Taiwan and Hong Kong

The yacht industry in mainland China started in the 1950s, but before the development slowed down, really into the development is nearly a decade, especially in recent years is the most rapid development of China's yacht manufacturing industry, become the world's most attention to the yacht emerging market. In 1978, when ten of the world's major car companies visited Shanghai, few people believed that Chinese people could afford a car. Now almost every family has a car. The yacht industry will be the same as the auto industry 20 years ago. It is estimated that the next 5-10 years will be an acceleration period and a golden period for the development of China's yacht industry. The output value of China's yacht industry is expected to reach 200 billion yuan in the next few years, and 1.5 million people will be employed.

According to international practice, when GDP per capita reaches $3,000, the yacht economy starts to sprout; When reaching 5000 dollars, people begin to pay attention to the pursuit of leisure and enjoyment in life, and the consumers who can afford it begin to buy yachts. And when the per capita GDP exceeds 6000 us dollars, the yacht industry will also enter the high-speed development stage. Neither Italy, France, the United Kingdom, the United States and the Netherlands, nor "upstarts" such as Taiwan, Australia, Japan, Singapore, the Arab states, or even Thailand, have grown much beyond this trajectory. With the per capita GDP of the Yangtze river delta, the pearl river delta and the developed coastal areas around the sea now above us $8,000, the yacht industry on the Chinese mainland should have entered a stage of unstoppable rapid development. aiwan's GDP per capita exceeded us $25,000 in 2018, and the number of yachts registered in Taiwan increased by 50% in the past three years, reaching 568 in total, despite the liberalization of government policies and the increase of berths. There is still a huge market potential, and the growth of domestic demand for yachts is also expected.

On the consumption side, Hurun wealth report 2010 shows that there are 875,000 multimillionaires and 55,000 billionaires in mainland China, half of whom are . . .

Item 9.01 Financial Statements and Exhibits.

Financial statements of business acquired.

The Audited Consolidated Financial Statements and Unaudited Consolidated Financial Statements of Guangzhou Monte Fino are filed as Exhibit 99.1to this current report and are incorporated herein by reference.

Financial statements of business acquired.

The unaudited Consolidated Financial Statements and Unaudited Consolidated Financial Statements of Guangzhou Monte Fino are filed as Exhibit 99.2 to this current report and are incorporated herein by reference.

Pro forma financial information.

Unaudited Pro Forma Financial Statements are filed as Exhibit 99.2 to this current report and are incorporated herein by reference.




© Edgar Online, source Glimpses

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