EZGO Technologies Ltd 6-K, filed Apr 10, 2024
EZGO Technologies Ltd. (EZGO)
About this 6-K
EZGO Technologies Ltd filed this 6-K on April 10, 2024.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of April 2024
Commission File Number: 001-39833
EZGO Technologies Ltd.
(Translation of registrant’s name into English)
Building #A, Floor 2, Changzhou Institute of Dalian University of Technology,
Science and Education Town,
Wujin District, Changzhou City
Jiangsu, China 213164
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.
Form 20-F ☒ Form 40-F ☐
INFORMATION CONTAINED IN THIS FORM 6-K REPORT
On March 22, 2024, the board of directors of EZGO Technologies Ltd., a British Virgin Islands business company (the “Company”), approved a reverse share split (the “Reverse Share Split”) of the Company’s ordinary shares at a ratio of 1-for-40 so that every forty (40) shares are combined into one (1) share (with the fractional shares rounding off to the nearest whole share). The Company’s ordinary shares will begin trading on the Nasdaq Stock Market on a post-split basis on April 12, 2024. As a result of the Reverse Share Split, the par value of the ordinary shares of the Company will be changed from $0.001 per share to $0.04 per share, and the Company’s issued and outstanding ordinary shares will be reduced from 102,165,549 to approximately 2,554,139.
On April 10, 2024, the Company issued a press release announcing the Reverse Share Split. A copy of the press release is attached hereto as Exhibit 99.1.
EXHIBIT INDEX
| Exhibit No. | Description | |
| 99.1 | Press Release |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| EZGO Technologies Ltd. | ||
| By: | /s/ Jianhui Ye | |
| Name: | Jianhui Ye | |
| Title: | Chief Executive Officer | |
Date: April 10, 2024
Exhibit 99.1
EZGO Announces 1-for-40 Reverse Share Split Effective April 12, 2024
CHANGZHOU, China, April 10, 2024 /PRNewswire/ -- EZGO Technologies Ltd. (Nasdaq: EZGO) ("EZGO" or "we," "our," or the "Company"), a leading short-distance transportation solutions provider in China, today announced that on March 22, 2024, its board of directors approved a reverse split of its ordinary shares on a one-for-forty basis (the "Reverse Share Split"). The Company's ordinary shares will begin trading on a post-split basis on April 12, 2024.
As a result of the Reverse Share Split, each forty (40) pre-split ordinary shares of the Company will be automatically combined into one (1) ordinary share without any action on the part of the holders, with par value of the ordinary shares of the Company being changed from $0.001 per share to $0.04 per share, and the Company's issued and outstanding ordinary shares will be reduced from 102,165,549 to approximately 2,554,139. The Company's ordinary shares will continue to trade on the Nasdaq Capital Market ("Nasdaq") under the symbol "EZGO" under a new CUSIP number – G5279F110. The Reverse Share Split is intended to increase the market price per share of the Company's ordinary shares to allow the Company to maintain its Nasdaq listing.
No fractional shares will be issued as a result of the Reverse Share Split. Shareholders who would receive a fractional share as a result of the 40 for 1 Reverse Split shall receive, if they hold a fractional share equal to one-half or more, a full ordinary share, and if they hold a fractional share equal to less than one-half of an ordinary share, then that fractional share will be cancelled.
The Reverse Share Split will not be submitted to a vote of the Company's shareholders as a vote was not required under the laws of the British Virgin Islands.
The Company's transfer agent, VStock Transfer, LLC, will act as the exchange agent. Adjustments made to ordinary shares represented by physical stock certificates can be made upon surrender of the certificate to the transfer agent. Please contact VStock Transfer, LLC for further information at (212) 828-8436.
About EZGO Technologies Ltd.
Leveraging an Internet of Things (IoT) product and service platform and two e-bicycle brands, "EZGO" and "Cenbird," EZGO has established a business model centered on the design, manufacturing and sale of two-and three-wheeled electric vehicles, intelligent robots, complemented by electric vehicle accessories including batteries, charging piles and electronic control system. For additional information, please visit EZGO's website at www.ezgotech.com.cn. Investors can visit the "Investor Relations" section of EZGO's website at www.ezgotech.com.cn/Investor.
Safe Harbor Statement
This press release contains forward-looking statements as defined by the Private Securities Litigation Reform Act of 1995. Forward-looking statements include statements concerning plans, objectives, goals, strategies, future events or performance, and underlying assumptions and other statements that are other than statements of historical facts. When the Company uses words such as "may," "will," "intend," "should," "believe," "expect," "anticipate," "project," "estimate," or similar expressions that do not relate solely to historical matters, it is making forward-looking statements. Forward-looking statements are not guarantees of future performance and involve risks and uncertainties that may cause the actual results to differ materially from the Company's expectations discussed in the forward-looking statements. These statements are subject to uncertainties and risks including, but not limited to, the following: the Company's goals and strategies; the Company's future business development; product and service demand and acceptance; changes in technology; economic conditions; the growth of the short-distance transportation solutions market in China and the other international markets the Company plans to serve; reputation and brand; the impact of competition and pricing; government regulations; fluctuations in general economic and business conditions in China and the international markets the Company plans to serve and assumptions underlying or related to any of the foregoing and other risks contained in reports filed by the Company with the Securities and Exchange Commission (the "SEC"), including the Company's most recently filed Annual Report on Form 20-F and its subsequent filings. For these reasons, among others, investors are cautioned not to place undue reliance upon any forward-looking statements in this press release. Additional factors are discussed in the Company's filings with the SEC, which are available for review at www.sec.gov. The Company undertakes no obligation to publicly revise these forward-looking statements to reflect events or circumstances that arise after the date hereof.
For more information, please contact:
Ascent Investor Relations LLC
Tina Xiao
Email: investors@ascent-ir.com
Phone: +1 646-932-7242