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BEIJING, CHINA, and NEW YORK, May 14, 2020 -- China Liberal Education Holdings Limited (Nasdaq: CLEU) (“China Liberal”), an educational services provider in China, announced the closing of its initial public offering (“IPO”) of 1,333,333 ordinary shares priced at $6.00 per ordinary share, before underwriting discounts and offering expenses, resulting in gross proceeds of $8,000,000. The offering was conducted on a firm commitment basis and closed on May 12, 2020.

The ordinary shares were previously approved for listing on The Nasdaq Capital Market and commenced trading under the ticker symbol “CLEU” on May 8, 2020.

Boustead Securities, LLC (“Boustead”), acted as the sole underwriter for the offering, with Zinvest Global Limited in Hong Kong serving as Asian book runner. Hunter Taubman Fischer & Li LLC acted as counsel to China Liberal, and Pryor Cashman LLP acted as counsel to Boustead.

China Liberal has granted Boustead a 45-day option to purchase up to an additional 200,000 ordinary shares at the IPO price, less underwriting discounts, to cover over-allotments, if any.


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A registration statement on Form F-1 (File No. 333-233016), including a prospectus relating to the offering, was filed with the U.S. Securities and Exchange Commission (the “SEC”) and was declared effective by the SEC. The offering of the ordinary shares was made only by means of a prospectus. Copies of the final prospectus relating to the offering may be obtained on the SEC’s website (www.sec.gov) and may also be obtained from Boustead Securities, LLC, by email at offerings@boustead1828.com or telephone +1 (949) 502-4409 or standard mail to Boustead Securities, LLC, Attn: Equity Capital Markets, 6 Venture, Suite 395, Irvine, CA 92618, USA. Before you invest, you should read the prospectus and other documents China Liberal has filed or will file with the SEC for more complete information about China Liberal and the offering. This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction. There is no guarantee that any specific outcome would be achieved. Securities may be illiquid, speculative and there is a risk of total loss. Past performance is not indicative of future results.


This press release is not a solicitation or offer to buy or sell securities. Investments may be speculative, illiquid and carry a risk of loss. Past performance is not indicative of future results. There is no guarantee that any specific outcome will be achieved.

About China Liberal Education Holdings Limited

China Liberal, headquartered in Beijing, is an educational services provider in China. It provides a wide range of services, including those under Sino-foreign jointly managed academic programs; overseas study consulting services; technological consulting services for Chinese universities to improve their campus information and data management system and to optimize their teaching, operating and management environment, creating a “smart campus”; and tailored job readiness training to graduating students. For more information, visit the company’s website at ir.chinaliberal.com.

About Boustead Securities, LLC

Boustead Securities, LLC (“Boustead”) is an investment banking firm that executes and advises on IPOs, mergers and acquisitions, capital raises and restructuring assignments in a wide array of industries, geographies and transactions, for a broad client base. Boustead’s core value proposition is the ability to create opportunity through innovative solutions and tenacious execution. With experienced professionals in the United States, Boustead’s team moves quickly and provides a broad spectrum of sophisticated financial advice and services. For more information, visit www.boustead1828.com.

CONTACT:

Boustead Securities, LLC

Dan McClory, Head of Equity Capital Markets and Head of China

+1 949 502 4409

Forward-Looking Statements

This document contains forward-looking statements. In addition, from time to time, we or our representatives may make forward-looking statements orally or in writing. We base these forward-looking statements on our expectations and projections about future events, which we derive from the information currently available to us. Such forward-looking statements relate to future events or our future performance, including: our financial performance and projections; our growth in revenue and earnings; and our business prospects and opportunities. You can identify forward-looking statements by those that are not historical in nature, particularly those that use terminology such as “may,” “should,” “expects,” “anticipates,” “contemplates,” “estimates,” “believes,” “plans,” “projected,” “predicts,” “potential,” or “hopes” or the negative of these or similar terms. In evaluating these forward-looking statements, you should consider various factors, including: our ability to change the direction of the Company; our ability to keep pace with new technology and changing market needs; and the competitive environment of our business. These and other factors may cause our actual results to differ materially from any forward-looking statement. Forward-looking statements are only predictions. The forward-looking events discussed in this press release and other statements made from time to time by us or our representatives, may not occur, and actual events and results may differ materially and are subject to risks, uncertainties and assumptions about us. We are not obligated to publicly update or revise any forward-looking statement, whether as a result of uncertainties and assumptions, the forward-looking events discussed in this press release and other statements made from time to time by us or our representatives might not occur.


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China Liberal Education Holdings Limited Announces Commencement of Trading on the Nasdaq Capital Market Under Ticker Symbol “CLEU”


BEIJING, CHINA, and New York, May 8, 2020 –- Boustead Securities client China Liberal Education Holdings Limited (“China Liberal”), an educational services provider, today announced that its ordinary shares have commenced trading on The Nasdaq Capital Market under the ticker symbol “CLEU”.

China Liberal priced its initial public offering (“IPO”) of 1,333,333 ordinary shares at $6.00 per share, before underwriting discounts and offering expenses, resulting in gross proceeds of $8,000,000. The offering was conducted on a firm commitment basis and expected to close on May 12, 2020, subject to customary closing conditions.

Boustead Securities, LLC (“Boustead”), acted as the sole underwriter for the offering, with Zinvest Global Limited in Hong Kong serving as Asian book runner. Hunter Taubman Fischer & Li LLC acted as legal counsel to China Liberal, and Pryor Cashman LLP acted as legal counsel to Boustead.

China Liberal has granted Boustead a 45-day option to purchase up to an additional 200,000 ordinary shares at the IPO price, less underwriting discounts and commissions, to cover over-allotments, if any.

A registration statement on Form F-1 (File No. 333-233016), including a prospectus relating to the offering, was filed with the U.S. Securities and Exchange Commission (the “SEC”) and was declared effective by the SEC. The offering of the ordinary shares was made only by means of a prospectus. Copies of the final prospectus relating to the offering may be obtained on the SEC’s website (www.sec.gov) and may also be obtained from Boustead Securities, LLC, by email at offerings@boustead1828.com or telephone +1 (949) 502-4409 or standard mail to Boustead Securities, LLC, Attn: Equity Capital Markets, 6 Venture, Suite 395, Irvine, CA 92618, USA.

Before you invest, you should read the prospectus and other documents China Liberal has filed or will file with the SEC for more complete information about China Liberal and the offering. This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction. There is no guarantee that any specific outcome would be achieved. Securities may be illiquid, speculative and there is a risk of total loss. Past performance is not indicative of future results.

About China Liberal Education Holdings Limited

China Liberal, headquartered in Beijing, is an educational services provider in China. It provides a wide range of services, including those under Sino-foreign jointly managed academic programs; overseas study consulting services; technological consulting services for Chinese universities to improve their campus information and data management system and to optimize their teaching, operating and management environment, creating a “smart campus”; and tailored job readiness training to graduating students.

About Boustead Securities, LLC

Boustead Securities, LLC (“Boustead”) is an investment banking firm that executes and advises on IPOs, mergers and acquisitions, capital raises and restructuring assignments in a wide array of industries, geographies and transactions, for a broad client base. Boustead’s core value proposition is the ability to create opportunity through innovative solutions and tenacious execution. With experienced professionals in the United States, Boustead’s team moves quickly and provides a broad spectrum of sophisticated financial advice and services. For more information, visit www.boustead1828.com.

CONTACT

Boustead Securities, LLC

Dan McClory, Head of Equity Capital Markets and Head of China

+1 949 502 4409

Forward-Looking Statements

This document contains forward-looking statements. In addition, from time to time, we or our representatives may make forward-looking statements orally or in writing. We base these forward-looking statements on our expectations and projections about future events, which we derive from the information currently available to us. Such forward-looking statements relate to future events or our future performance, including: our financial performance and projections; our growth in revenue and earnings; and our business prospects and opportunities. You can identify forward-looking statements by those that are not historical in nature, particularly those that use terminology such as “may,” “should,” “expects,” “anticipates,” “contemplates,” “estimates,” “believes,” “plans,” “projected,” “predicts,” “potential,” or “hopes” or the negative of these or similar terms. In evaluating these forward-looking statements, you should consider various factors, including: our ability to change the direction of the Company; our ability to keep pace with new technology and changing market needs; and the competitive environment of our business. These and other factors may cause our actual results to differ materially from any forward-looking statement. Forward-looking statements are only predictions. The forward-looking events discussed in this press release and other statements made from time to time by us or our representatives, may not occur, and actual events and results may differ materially and are subject to risks, uncertainties and assumptions about us. We are not obligated to publicly update or revise any forward-looking statement, whether as a result of uncertainties and assumptions, the forward-looking events discussed in this press release and other statements made from time to time by us or our representatives might not occur.


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Boustead Securities, LLC (“Boustead”) client Know Labs, Inc. (“Know Labs” or the “Company”) (OTC: KNWN), an emerging leader in non-invasive medical diagnostics, announced an initial closing of $2,632,500 in a private placement to 36 accredited investors through a Regulation D 506(c) subordinated convertible note offering. 

The private placement consisted of convertible notes that bear annual interest of 8% and will be automatically converted to Common Stock at the lower of $1.00 per share on the one year anniversary or at a 25% discount to a Qualified Financing plus Warrants that were granted on a 1 to 0.5 basis (one-half Warrant for each full share of Common Stock into which the Convertible Notes are convertible). The Warrants have a five-year term and an exercise price equal to 120% of the per share conversion price of the Qualified Financing or other mandatory conversion.

The Company may continue offering additional Convertible Notes and Warrants on substantially the same terms until June 30, 2020 (unless extended at the discretion of the Company) or until the Company has raised a maximum of $5 million (unless increased at the discretion of the Company) in gross proceeds (or such other amount determined by the Company in its discretion).

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Know Labs aims to create non-invasive biosensors capable of detecting and measuring biomolecules continuously. This has applications for a new area of personal health and medicine that may allow issues derived from abnormal blood glucose, hormone, medications, and metabolite levels to be discovered in real time. Know Labs has a foundational IP portfolio of 14 issued and 24 pending patents with an aggressive IP development plan in place. 

In early April, Know Labs was granted a patent on its Bio-RFID™ technology, entitled “Health Related Diagnostics Employing Spectroscopy in Radio/Microwave Frequency Band.” Know Labs’ first focus with its Bio-RFID™ technology is the wearable non-invasive continuous monitoring of blood glucose levels, an important breakthrough for the diabetes community. The Company is making progress engineering the UBAND Continuous Glucose Monitor (CGM) into its market ready form for clinical trials later this year, the results of which will be submitted to the US Food and Drug Administration for approval.

Know Labs plans to initially enter the diabetic Continuous Glucose Monitoring (GDM) market with its UBAND non-invasive CGM product and to later enter the other clinical monitoring markets for continuous, non-invasive hormone, metabolite, and biomolecular monitoring. Each of these markets has eligible patent ranges in the millions, several potentially translating into significant market opportunities.

The Company’s announcement can be found here:



This press release is not a solicitation or offer to buy or sell securities. Investments may be speculative, illiquid and carry a risk of loss. Past performance is not indicative of future results. There is no guarantee that any specific outcome will be achieved. Clinical trials are in early stages.

About Know Labs, Inc. Know Labs, Inc. (OTC: KNWN) is a technology company that is developing and commercializing a completely new class of clinical non-invasive biosensors potentially capable of detecting and measuring – continuously and in real-time – biomolecules such as blood glucose, hormone levels, medications, and metabolites – to potentially usher in a new era of personal health and personalized medicine. Know labs has a foundational IP portfolio of 14 issued and 24 pending patents with an aggressive IP development plan in place. The executive team is comprised of technology inventors, technology/healthcare executives, and product developers responsible for leading Know Labs from a developmental-stage company to commercialization and scale. For more information, please visit www.knowlabs.co. About Boustead Securities, LLC Boustead Securities, LLC (“Boustead”) is an investment banking firm that executes and advises on IPOs, mergers and acquisitions, capital raises and restructuring assignments in a wide array of industries, geographies and transactions, for a broad client base. Boustead’s core value proposition is the ability to create opportunity through innovative solutions and tenacious execution. With experienced professionals in the United States, Boustead’s team moves quickly and provides a broad spectrum of sophisticated financial advice and services. Boustead is a majority owned subsidiary of Boustead & Company Limited, a diversified non-bank financial institution. For more information, please visit www.boustead1828.com. About Sutter Securities Group, Inc. Headquartered in Irvine, California, Sutter Securities Group, Inc. (“SSG”), founded in 2013, through its affiliates, is an innovator and investment banking solutions provider. SSG owns and operates Sutter Securities Clearing, LLC, and Sutter Securities Incorporated, FINRA member broker-dealers; Sutter Shareholder Services, LLC, a SEC-registered transfer agent; FlashFunders Funding Portal, LLC, a FINRA member funding portal; and Sutter Capital Management, Inc. Sutter Securities Group, through its affiliates, operates a U.S.-based online securities platform whose underlying technology and regulatory infrastructure are designed to enable issuers to engage in Regulation D, Regulation A (known as Reg A+), Regulation S, Regulation CF and fully registered S-1 and F-1 Initial Public Offerings in compliance with applicable federal, state and non-U.S. securities laws.   SSG is a majority owned subsidiary of Boustead & Company Limited, a diversified non-bank financial institution. Additional information is available at www.flashfunders.com. Forward-Looking Statements This announcement contains forward-looking statements. Forward-looking statements provide our current expectations or forecasts of future events. Forward-looking statements include statements about our expectations, beliefs, plans, objectives, intentions, assumptions and other statements that are not historical facts. Words or phrases such as “anticipate,” “believe,” “continue,” “estimate,” “expect,” “intend,” “may,” “ongoing,” “plan,” “potential,” “predict,” “project,” “will” or similar words or phrases, or the negatives of those words or phrases, may identify forward-looking statements, but the absence of these words does not necessarily mean that a statement is not forward-looking. Examples of forward-looking statements in this announcement include, but are not limited to, statements regarding our disclosure concerning the Company’s operations, cash flows, financial position and dividend policy.

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