Rebel Group, Inc. (OTCPK:REBL) agreed to acquire Expo AV-InSync from Rodrigues Gerard Anthony and Zuzarte Desmond Gerard for $11.2 million on August 14, 2019. Rebel Group, Inc. entered into a sale and purchase agreement to acquire 100% of Expo AV-InSync from Rodrigues Gerard Anthony and Zuzarte Desmond Gerard on December 28, 2019. Rebel Group agreed to purchase 100,000 ordinary shares representing 100% of the outstanding ordinary shares of Expo AV-InSync for a total consideration of up to $6 million payable in common stock. An aggregate of 3,500,000 consideration shares will be issued on closing and entitled to receive a first potential earn-out consideration of up to 250,000 earn out consideration shares if the Expo AV-InSync achieves a profit of approximately $0.94 million before tax during the earn-out period by December 31, 2020 and a second potential earn-out consideration of up to 250,000 earn out consideration shares if the Expo AV-InSync achieves a profit of approximately $1.87 million before tax over two calendar years during the earn-out period by December 31, 2021. The closing of the transaction is subject to satisfaction of the following conditions - completion of due diligence of the Expo AV-InSync, the requisite shareholders’ and/or directors’ approval of the transaction, receipt of all third party consents and approvals as necessary; execution of service agreements between the sellers and the Expo AV-InSync, the sellers’ undertaking that each shall remain as a Director of the Expo AV-InSync for 36 months following the closing and no material adverse change to the business operations, assets, financial condition, turnover or prospects of the Expo AV-InSync. Either party is entitled to, terminate the agreement upon any material breach of the agreement by the other party that is not remediated within 30 days of notice.