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Subsequent Events
9 Months Ended
Sep. 30, 2018
Subsequent Events [Abstract]  
Subsequent Events

12. Subsequent Events

 

On October 24, 2018, the Company, Global eMacMall Limited, a privately-owned company incorporated in Hong Kong (“GEMM”), and Li Kin Pong, the sole-stockholder and owner of GEMM and a resident of Hong Kong, entered into a Sale and Purchase Agreement (the “Agreement”) whereby the Company will acquire 51% of the outstanding common shares of GEMM (the “GEMM Acquisition”). GEMM is a holding company which serves as a platform for the provision of construction equipment and special purpose vehicles through sales and leasing arrangements, primarily in Asia. Pursuant to the Agreement, the Company will issue 3,200,000 shares of its common stock and $1,121,000 by way of cash or in promissory notes, as determined by Company in its sole discretion in exchange for 51% of the outstanding shares of GEMM. Furthermore if the net earnings of GEMM in calendar year 2018 is less than $1,300,000, then the Purchase Price will be reduced by the amount of the short-fall of the net earnings for calendar year 2018 multiplied by a price to earnings ratio of 7, and a corresponding adjustment will be made to the remaining balance owed in cash or under any existing promissory note. Closing of the GEMM Acquisition is anticipated to occur within 60 days following the date of the Agreement, subject to customary closing conditions, as well as (i) the completion to the satisfaction of Company of a due diligence review of GEMM, and (ii) additional listing approval by the NYSE American LLC exchange of the DSS Shares to be issued.