M&A Activity • May 9, 2022
M&A Activity
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This is an English translation of a Hebrew report of the company, that was published on May 3, 2022 (reference No. 2022-01-054055) at the ISA reporting website (magna.isa.gov.il) (hereafter: "The Hebrew Version"). The English version is only for convenience purposes. This is not an official translation and has no binding force. The translation in any case cannot perfectly reflect the Hebrew Version. In the event of any discrepancy between the Hebrew Version and this translation, the Hebrew Version shall prevail.
| Attn: | Attn: | May 3, 2022 |
|---|---|---|
| The Securities Authority | The Tel Aviv Stock Exchange Ltd. | |
| www.isa.gov.il | www.tase.co.il |
The Company respectfully updates that on May 2, 2022, its American subsidiary – Aura Smart Air Inc. – has signed an Exclusive Distribution Agreement (the "Agreement") with Delos Living LLC company (the "Distributor"), under which it was agreed that the Distributor would exclusively market and sell the Company's transportation-related products, including public transportation and school busses for children, in North America, Central America and South America, excluding Chile (the "Territory"). It should be clarified that the aforementioned exclusivity is only related to the transportation field.
Under the agreement: (a) The engagement period is one year and includes the possibility for an extension for one more year, each time; (b) Pre-defined sales targets of \$ 2.5 million have been set and are binding for the duration of the one-year exclusivity. Inasmuch as the Distributor could withstand the aforesaid target, they shall have the right to extend the exclusivity for one additional year.; (c) The Company's Distributors have the right to purchase its products at a fixed price and sell them in the Exclusivity Territory at a price they deem appropriate; (d) Under the Agreement, the Company undertakes to deliver its products on the delivery dates and terms chosen by the Distributor; (e) The Company remains liable towards end customers in everything related to the warranty for its products for 12 months; (f) The Distributor undertakes to sell only air monitoring and purification systems made by the Company, in the field of transportation, in the territory.
The Distributor is a global company operating in 100 countries and owner of the international brand WELL Building Standard™, a global benchmark for the health quality of work environments in office buildings. It also qualifies those buildings to receive the WELL standard. In addition, the Distributor also owns the global brand Stay Well™ Hotel Rooms and Meeting Spaces, which
certifies hotels to a similar quality standard. It should be noted that the Distributor not only ranks and documents such buildings but also markets and sells carefully chosen existing systems and technologies for improving health environments in buildings to its customers. Following the Covid-19 pandemic, the Distributor began operating in the school sector and has so far sold over 250,000 units of air purification systems to schools in the U.S. and elsewhere in the world. As part of the examination process of students' school environment, the Distributor realized that care must also be given to enclosed spaces used for commuting to and from school (like the Yellow School busses typical of the U.S.). Following the successful pilot of installing the Company's systems in public transportation, conducted in collaboration with the Company and the Australian subsidiary of the Australian Distributor, the Company's technological solution was chosen by the Distributor for the Territory of North, Central and South America. The Company expects the Distributor to further operate toward launching a new quality standard (WELL) for the transportation field, including public transportation and children's school busses. The Company's products should constitute the leading tier - the system for monitoring air quality and purification within these spaces.
The information contained in the above report, regarding the launch of a quality benchmark (WELL) and the use of the Company's products as a monitoring tool, is forward-looking information, as defined in the Securities Law, based on the Company's appraisals regarding the launch of the WELL Transportation Standard, based, inter alia, on the Company's familiarity with the existing WELL standards, and which realization is uncertain or may differ, inter alia, due to external factors, including regulatory changes in the field of activity, the continuation of proceedings, changes in the Distributor's business plan and other risk factors beyond the Company's control that may have a material impact on the Company's assessments stated above.
Sincerely,
Aura Smart Air Ltd. By: Aviad Shneiderman, CEO
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