Sino Green Land Corporation entered into a definitive stock purchase agreement on September 30, 2026, to acquire 80% of the issued and outstanding capital stock of Hi-Quality Productions Inc. The target company is incorporated under the laws of New Jersey and is based at 2386 Delmar Avenue in Vineland.
Under the terms of the agreement, the total consideration for the acquisition is $1,800,000. This payment is structured as a combination of cash and Sino Green Land common stock. The transaction involves the issuance of 840,000 shares of common stock valued at $504,000 and $216,000 in cash for the first tranche, which is due on the closing date.
The remaining consideration is paid in two subsequent tranches. The second tranche, due six months after the closing, consists of $162,000 in cash and 630,000 shares of common stock valued at $378,000. The third tranche, due twelve months after the closing, is subject to an earn-out adjustment based on Hi-Quality’s audited net income for fiscal year 2026. If net income exceeds $550,000, the total consideration increases to $1,980,000; if net income is between $450,000 and $550,000, it remains $1,800,000; and if net income is below $450,000, the consideration is calculated as $1,800,000 multiplied by the ratio of actual net income to $500,000.
The Seller, Cheng You, is required to remain in full-time service with Hi-Quality for twelve months following the closing and must refrain from engaging in RPET business in the United States or soliciting the company’s employees, customers, or suppliers for five years after leaving. The closing of the transaction is contingent upon the completion of a 45-day due diligence review and the delivery of necessary corporate approvals and transfer documents.
