--- schema_version: "secwatch.filing_event.v1" accession: "0001493152-23-028042" form_type: "8-K" ticker: "UNXP" cik: "0001751707" company_name: "OZ VISION INC." filed_at: "2023-08-14T23:59:59+00:00" generated_at: "2026-06-11T11:57:29.030651+00:00" event_type: "m_and_a" sentiment: "neutral" materiality_score: 0.8 calibrated_materiality_score: 0.8 confidence: "high" source: SEC EDGAR --- # Unity Global acquires control of United Express for $600k; sells 29.9% to Cristophe for $400k ## Summary - Arithmetic LLC sold 14,001,000 shares (89.8% of outstanding) to Unity Global FZCO for $600,000 on April 5, 2023; closed April 15. - As closing condition, Unity agreed to sell 4,667,000 shares (~29.93%) to Cristophe Beverly Hills, LLC for $400,000 on April 11, 2023. - Post-closing, Unity holds 59.9% (9,334,000 shares) and Cristophe ~29.93%; change of control effective. - 36-month orderly market agreement restricts disposals: no sales until Oct 2023; max 25% per 90 days. - Stockholders agreement gives Unity drag-along rights and Cristophe tag-along rights; terminates when Cristophe realizes $1.2M from equity sales. ## SEC filing metadata - accession: 0001493152-23-028042 - form_type: 8-K - ticker: UNXP - cik: 0001751707 - company_name: OZ VISION INC. - filed_at: 2023-08-14T23:59:59+00:00 - event_type: m_and_a - sentiment: neutral - materiality_score: 0.8 - calibrated_materiality_score: 0.8 - confidence: high - sec_items: 1.01, 2.01, 5.01, 9.01 - EDGAR index: https://www.sec.gov/Archives/edgar/data/1751707/000149315223028042/0001493152-23-028042-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1751707/000149315223028042/form8-k.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001493152-23-028042 - JSON: https://secwatch.observer/filing/0001493152-23-028042.json - Plain text: https://secwatch.observer/filing/0001493152-23-028042.txt ## Key facts - M&A Transactions OZ VISION INC. underwent a change of control involving Unity Global FZCO for $600,000 (closed 2023-04-15). - Action: change of control - Counterparty: Unity Global FZCO - Consideration: $600,000 - Closing: 2023-04-15 source text: Agreement”). Pursuant to the Unity Purchase Agreement, (i) the Seller agreed to sell, and the Purchaser agreed to purchase, the Subject Shares for a total consideration of $600,000, (ii) on completion of the Unity Purchase Agreement, the Purchaser agreed to enter into a share purchase agreement (the “Cristophe Purchase Agreement”) with Cristophe Beverly evidence_url: https://www.sec.gov/Archives/edgar/data/1751707/000149315223028042/0001493152-23-028042-index.htm - Material Agreements OZ VISION INC. entered into Stockholders Agreement with Unity Global FZCO and Cristophe Beverly Hills, LLC valued at Includes drag-along rights for Unity and tag-along rights for Cristophe; terminates upon Qualified P (effective 2023-05-22). - Action: entry - Counterparty: Unity Global FZCO and Cristophe Beverly Hills, LLC - Value: Includes drag-along rights for Unity and tag-along rights for Cristophe; terminates upon Qualified P - Effective: 2023-05-22 source text: On July 28, 2023, the Company, Unity and Cristophe entered into a stockholders agreement, dated as of May 22, 2023 (the “Stockholders Agreement”), which, inter alia, provided Unity with customary “drag along” rights with respect to the shares owned by Cristophe if Unity desired to consummate a Sale of Control of the Company (as defined thereof). evidence_url: https://www.sec.gov/Archives/edgar/data/1751707/000149315223028042/0001493152-23-028042-index.htm - Material Agreements OZ VISION INC. entered into Cristophe Purchase Agreement with Unity Global FZCO valued at Total consideration $400,000 for 4,667,000 shares representing approximately 29.93% of the Company's (effective 2023-04-11). - Action: entry - Agreement: equity purchase - Counterparty: Unity Global FZCO - Value: Total consideration $400,000 for 4,667,000 shares representing approximately 29.93% of the Company's - Effective: 2023-04-11 source text: On April 11, 2023, as one of the closing conditions of the Unity Purchase Agreement, the Purchaser and Cristophe entered into the Cristophe Purchase Agreement pursuant to which, the Purchaser agrees to sell, transfer, and assign to Cristophe 4,667,000 shares of the Company’s common stock, or approximatively 29.93% of the Company’s issued and outstanding common stock for a total consideration of $400,000. evidence_url: https://www.sec.gov/Archives/edgar/data/1751707/000149315223028042/0001493152-23-028042-index.htm - Material Agreements OZ VISION INC. entered into Share Purchase Agreement with Arithmetic, LLC valued at Total consideration $600,000 for 14,001,000 shares representing 89.8% of the Company's issued and ou (effective 2023-04-05). - Action: entry - Agreement: equity purchase - Counterparty: Arithmetic, LLC - Value: Total consideration $600,000 for 14,001,000 shares representing 89.8% of the Company's issued and ou - Effective: 2023-04-05 source text: On April 5, 2023, Arithmetic, LLC (the “Seller”), which owned an aggregate of 14,001,000 shares of common stock, par value $0.001 per share, of United Express Inc., a Nevada corporation (the “Company”), representing 89.8% of the Company’s issued and outstanding common stock (the “Subject Shares”), and Unity Global FZCO (“Unity” or the “Purchaser”) entered into a Share Purchase Agreement (the “Unity Purchase Agreement”). evidence_url: https://www.sec.gov/Archives/edgar/data/1751707/000149315223028042/0001493152-23-028042-index.htm - Material Agreements OZ VISION INC. entered into Orderly Market Agreement with Unity Global FZCO, Cristophe Beverly Hills, LLC, and Arithmetic, LLC valued at Restrictions on share disposals for 36 months, with notice and pro-rata requirements, and 25% per 90 (effective 2023-04-11). - Action: entry - Counterparty: Unity Global FZCO, Cristophe Beverly Hills, LLC, and Arithmetic, LLC - Value: Restrictions on share disposals for 36 months, with notice and pro-rata requirements, and 25% per 90 - Effective: 2023-04-11 source text: On April 11, 2023, as one of the closing conditions of the Unity Purchase Agreement and the Cristophe Purchase Agreement, the Purchaser, Seller, and Cristophe entered into the Orderly Market Agreement. evidence_url: https://www.sec.gov/Archives/edgar/data/1751707/000149315223028042/0001493152-23-028042-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.