Newegg Commerce Announces Consummation of Merger and Disposition

CITY OF INDUSTRY, Calif.–(BUSINESS WIRE)–Newegg Commerce formerly Lianluo Smart Limited, a leading e-commerce company in North America, announced the closing of the merger with privately-held Newegg pursuant to the terms of that certain Agreement and Plan of Merger dated October 23, 2020. Immediately after the closing of the merger, the Company also consummated the disposition of all of its legacy business, pursuant to the terms of the equity transfer agreement dated October 23, 2020. With the closing, the Company has been renamed Newegg Commerce, Inc. and the Company’s common shares are expected to begin trading under the Company’s new symbol “NEGG” on or about May 20, 2021.

The merger and disposition was approved by the Company’s shareholders on May 12, 2021. As a result of the closing of the Restructure, the stockholders of Newegg became the Company’s majority owners, Newegg became the Company’s wholly owned subsidiary and the Company exited the legacy medical device business previously conducted by its subsidiaries. Immediately upon completion of the Restructure, Newegg’s stockholders have an ownership interest of approximately 98.68%, and the Company’s existing shareholders own approximately 1.32% of the Company. The Company eliminated its dual class structure and all Class A and Class B shares have been exchanged to common shares on a one-for-one basis. The directors and officers appointed by Newegg became the directors and officers of the Company.

“Becoming a public company is a milestone 20+ years in the making, made possible by the hard work of Newegg’s employees, and the support of our many partners, investors and customers,” said Mr. Anthony Chow, Global CEO of Newegg Commerce, Inc. “As we enter this new phase as a public company, we’re more energized than ever about what the future holds for our company.”

The Company decided not to proceed with the $30 million offering that was previously contemplated for completion concurrently with the Restructure. The offering was no longer necessary for the Company to meet NASDAQ initial listing requirements. In addition, recent volatility in the Company’s public share price and the Company’s cash position were other factors considered by the Company before deciding to forgo the offering. The Company may reassess this decision in the future.

A registration statement on Form F-1, relating to the previously contemplated offering of securities, has been filed with the Securities and Exchange Commission, but has not yet been declared effective. Securities may not be sold, nor may offers to buy be accepted, until the registration statement becomes effective. This press release shall not constitute an offer to sell or a solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

About Newegg Commerce

Newegg Commerce headquartered in the City of Industry, California, is a leading e-commerce company offering direct sales and an online marketplace platform for IT computer components, consumer electronics, entertainment, smart home and gaming products and provides certain third-party logistics services globally. For more information, please visit https://www.newegg.com/.

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