DT Asia Investments Limited Announces Closing of Its Business Combination with China Lending – Business Wire (press release)


NEW YORK–()–DT Asia Investments Limited (NASDAQ:CADT; CADTW; CADTU; CADTR) (“DT
Asia” or the “Company”) today announced that it has closed its business
combination with Adrie Global Holdings Limited (“Adrie”), a
privately-held holding company that primarily operates through its
consolidated variable interest entity, Urumqi Feng Hui Direct Lending
Limited (Adrie and its controlled entities, collectively, “China
Lending”), pursuant to which Adrie became a wholly-owned subsidiary of
DT Asia. As previously announced, the transaction was approved at a
special meeting of DT Asia’s shareholders held on July 5, 2016. In
connection with the special meeting of shareholders, 1,544,138 of the
Company’s public shares were validly presented to the Company for

In connection with the business combination, DT Asia issued 20 million
newly-issued ordinary shares to Adrie’s shareholders, of which 8 million
shares were deposited in an escrow account and subject to forfeiture in
the event that the Company fails to meet certain net income targets or
for indemnification claims. In connection with the business combination,
the Company sold approximately $8.6 million of newly created Series A
convertible preferred stock in a private placement to certain accredited
investors to provide additional operating capital for the Company
following the business combination and for the payment of certain
business combination related expenses. The parties agreed to waive the
closing requirement to have a minimum of $10 million in cash (before
expenses) available at the closing from the trust funds and the shares
issued in the private placement. Additionally, in connection with the
closing of the business combination, the Company will issue
approximately 721,232 ordinary shares to the holders of its outstanding

As part of the transaction, DT Asia will file appropriate paperwork to
change its name to China Lending Corporation; the name change is
expected to take effect in the near future. The Company expects that its
ordinary shares and warrants will trade on the Nasdaq Capital Market
under the ticker symbols “CLDC” and “CLDCW,” respectively, starting on
or about July 8, 2016, and its units and rights are expected to cease
trading as of the close of business on July 6, 2016.

Emily Tong, DT Asia’s Chairwoman of the Board of Directors, commented,
“We are very pleased to have consummated this transaction. China
Lending’s track record of historical growth, low risk and high margin
business represented a very attractive opportunity for our shareholders.
We believe that being a public company will further elevate China
Lending’s profile in China and will enable it to capitalize on several
opportunities for growth regionally as well as nationally.”

Jingping Li, Co-Founder & CEO of China Lending, stated, “We are excited
that following the business combination, China Lending has become the
first U.S. publicly listed finance company
in Xinjiang Province and western China, focused on the financing needs
of micro, small and medium sized enterprises and entrepreneurs based on
rigorous lending criteria. We believe the prestige and transparency
which comes from a public listing in the United States will provide us
with the ability to access additional, more economical funds necessary
to support growth of our loan portfolios, further expansion of China
Lending’s business within our core market as well as entering new
geographies. Additionally, the business combination will enable us to
develop our peer-to-peer (P2P) lending platform, establish the first
internet banking platform operating out of the region, and provide our
clients with additional services including professional risk management
and credit rating services.”

Ellenoff Grossman & Schole LLP, King & Wood Mallesons and Ogier acted as
legal advisors to DT Asia, and Foley & Lardner LLP, Deheng Law Offices
and Appleby acted as legal advisors to China Lending. EarlyBird Capital,
Inc. acted as financial advisor to DT Asia.

About China Lending

Founded in 2009, China Lending is a non-bank direct lending corporation
and provides services to micro, small and medium sized enterprises,
farmers, and individuals, who are currently underserved by commercial
banks in China. Headquartered in Urumqi, the capital of Xinjiang
Autonomous Region, with a registered capital of $94.7 million as of
March 31, 2016, China Lending is one of the largest direct lending
companies in the region in terms of registered capital.

Forward-Looking Statements

This press release may include forward-looking statements within the
meaning of the “safe harbor” provisions of the Private Securities
Litigation Reform Act of 1995. All statements, other than statements of
historical facts, included in this press release that address
activities, events or developments that China Lending expects or
anticipates will or may occur in the future are forward-looking
statements and are identified with, but not limited to, words such as
“may,” “believe” and “expect.” These statements are based on certain
assumptions and analyses made by China Lending in light of its
experience and its perception of historical trends, current conditions
and expected future developments as well as other factors it believes
are appropriate in the circumstances. Actual results may differ
materially from those expressed herein due to many factors such as, but
not limited to, (1) the ability to obtain or maintain the listing of the
Company’s securities on the NASDAQ Capital Market following the business
combination; (2) the risk that the business combination disrupts the
Company’s current plans and operations; (3) the ability to recognize the
anticipated benefits of the business combination, which may be affected
by, among other things, closing proceeds, competition and the ability of
the business to grow and manage growth profitably; (4) the outcome of
any legal proceedings that may be instituted against DT Asia or Adrie
following the closing of the business combination; (5) changes in
applicable laws or regulations; (6) the possibility that the Company may
be adversely affected by other economic, business, and/or competitive
factors; and (7) other risks and uncertainties indicated from time to
time in the proxy statement filed by the Company in connection with the
business combination, including those under “Risk Factors” therein, and
other factors identified in the Company’s prior and future filings with
the SEC, available at www.sec.gov.

These forward-looking statements are based on information available as
of the date of this press release and involve a number of judgments,
risks and uncertainties. Accordingly, forward-looking statements should
not be relied upon as representing our views as of any subsequent date
and the Company undertakes no obligation to update any forward-looking
statements contained herein to reflect events or circumstances which
arise after the date of this press release, whether as a result of new
information, future events or otherwise, except as may be required under
applicable securities law.


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