AiRWA Acquires Remaining 30% Stake In Operating Subsidiary YYEM From Chairman For $36M In Cash

Author: Benzinga Newsdesk | October 27, 2025 08:10am

On October 22, 2025, AiRWA Inc. (the "Company") entered into a share purchase agreement (the "Share Purchase Agreement") with Hongyu Zhou, the Chairman of the Company (the "Seller"), to acquire from the Seller 30% of the share capital of Yuanyu Enterprise Management Co., Limited ("YYEM"), a Hong Kong company and our operating subsidiary in which we held a 70% equity interest prior to this date, for $36,000,000 (the "Share Purchase Consideration"), payable in cash (the "Transaction").

 

 

YYEM, which owns various patents and proprietary technology and engages principally in the licensing of technology, has been the Company's sole operating subsidiary since November 21, 2024. Because of Mr. Zhou's interest in the Transaction as the Chairman of the Company and as the Seller, the Transaction was considered and approved by the members of the Audit Committee of the Company's board of directors, who reviewed, among other things, a valuation report from an independent third party. Following the Transaction, the Company will consolidate 100% of the revenue generated by YYEM rather than the 70% it currently consolidates.

 

 

Pursuant to the Share Purchase Agreement, the Company has agreed to purchase, and the Seller has agreed to sell, 3,000 ordinary shares of YYEM (the "YYEM Shares"), representing 30% of the issued and outstanding ordinary shares of YYEM, for the Share Purchase Consideration. The Share Purchase Agreement may be terminated (i) by mutual written consent of the Company and the Seller, (ii) upon a material breach of the Share Purchase Agreement by either party, or (iii) if the Transaction has not been consummated within 90 days from the date of the Share Purchase Agreement.

 

The Transaction is expected to close on or about October 31, 2025, subject to the satisfaction of customary closing conditions.

 

Posted In: YYAI