On September 14, 2026, the Company entered into the First Amendment to the Purchase Agreement (the "First Amendment") by and among the Company and the Investors, which was approved by the Board of Directors of the Company on the same date, to increase the offering size from up to 12,800,000 shares of Common Stock, to up to an aggregate of US$57,047,760 to issue and sale an aggregate of up to 15,120,000 shares of Common Stock (the "Sale Shares"), at the same purchase price of $3.773 per Sale Share.
The foregoing summary of the First Amendment does not purport to be complete and is qualified in its entirety by reference to the complete text of the agreement, a form of which is attached hereto as Exhibit 10.1 to this Current Report on Form 8-K and is hereby incorporated by reference herein.
The Private Placement closed on September 15, 2026. The Company received aggregate gross proceeds of approximately $57,047,760 from the Private Placement and intends to use the proceeds for working capital and general corporate purposes. The Common Stock were issued and sold by the Company to the Investors in reliance upon the exemptions from the registration requirements of the Securities Act of 1933, as amended (the "Securities Act"), pursuant to Section 4(a)(2) thereof, and Regulation S promulgated thereunder. Each Investor represented that it is not a "U.S. person" in accordance with Regulation S under the Securities Act. The Company did not engage in general solicitation or advertising and did not offer securities to the public in connection with the issuance and sale of the Common Stock described in this report.
As previously disclosed, on August 25, 2026, Cenntro Inc., a Nevada corporation (the "Company") entered into securities purchase agreements (the "Purchase Agreement") with certain accredited investors (the "Investors"), pursuant to which the Company agreed to issue and sell, in a private placement (the "Private Placement"), an aggregate of up to 12,800,000 shares of common stock, par value $0.0001 per share (the "Common Stock") at a purchase price of $3.773 per share of Common Stock, being the average Nasdaq official closing price of the Common Stock (as reflected on Nasdaq.com) for the five trading days immediately preceding the date of the securities purchase agreements.
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