M&A - Chijet Motor Company, Inc.

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Form Type: SCHEDULE 13D/A

Filing Date: 2025-05-15

Corporate Action: Acquisition

Type: Update

Accession Number: 000164117225010805

Filing Summary: This Amendment No. 3 updates the Schedule 13D/A filed with the SEC, amending prior filings related to beneficial ownership interests of Hongwei Mu, Chijet Holdings Limited (CHL), Lichun Wu, and Euroamer Kaiwan Technology Company Limited (EKT) in Chijet Motor Company, Inc. The report highlights the share exchange agreement executed on March 16, 2025, whereby CHL and EKT exchanged portions of their Class B ordinary shares for Class A shares, resulting in the retirement of 1,624,910 Class A shares. The document details the beneficial ownership percentages with Hongwei Mu owning 5,440,353 shares (16.75%), CHL with 2,153,616 shares (6.83%), and both Lichun Wu and EKT each at 3,286,737 shares (10.32%). This amendment follows several earlier disclosures and clarifies that transactions have not occurred involving additional Class A shares in the past 60 days, except as noted. The Voting Agreement dated February 20, 2025, has empowered Hongwei Mu to influence voting on shares held by CHL and EKT, further affecting control over these shares. No future proposals or changes are anticipated beyond the amendments herein.

Additional details:

Beneficial Owner: Hongwei Mu

Class A Shares: 5440353

Percentage: 16.75


Beneficial Owner: Chijet Holdings Limited

Class A Shares: 2153616

Percentage: 6.83


Beneficial Owner: Lichun Wu

Class A Shares: 3286737

Percentage: 10.32


Beneficial Owner: Euroamer Kaiwan Technology Company Limited

Class A Shares: 3286737

Percentage: 10.32


Share Exchange Date: 2025-03-24

Class B Shares Issued: 1600000

Class A Shares Returned: 1624910

Voting Agreement Date: 2025-02-20


Form Type: SCHEDULE 13D/A

Filing Date: 2025-01-10

Corporate Action: Acquisition

Type: Update

Accession Number: 000149315225001715

Filing Summary: This Amendment No. 1 updates the previously filed Schedule 13D by Chijet Motor Company, Inc. to reflect changes in the beneficial ownership of shares held by Chijet Holdings Limited ("CHL"). Notably, as certain earnout milestones in the Amended and Restated Business Combination Agreement ("BCA") were not achieved for 2023, CHL surrendered 286,618 Ordinary Shares for cancellation. Additionally, under a Securities Purchase Agreement dated January 5, 2025, the Issuer has issued 339,286 Ordinary Shares and 1,017,858 Warrants to CHL as part of a private placement transaction. The shares acquired in the private investment in public equity (PIPE) transaction, combined with previously held shares, amount to a total beneficial ownership of 2,755,255 Ordinary Shares, representing approximately 33.74% of the total outstanding shares calculated on a denominator of 8,166,506 shares. Mr. Hongwei Mu, the director of CHL, is deemed to be the beneficial owner of these securities.

Additional details:

Par Value: 0.003


Ordinary Shares Held Before Pipe: 1398111


Ordinary Shares Issued In Pipe: 339286


Ordinary Shares Issuable Upon Exercise Of Warrants: 1017858


Shares After Completion: 2755255


Percentage Ownership: 33.74


Denominator For Percentage Calculation: 8166506


Price Per Share In Pipe: 1.68


Exercise Price Of Warrants: 1.00


Warrant Exercise Period Start: 2025-01-07


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