U Power Limited, a provider of complete battery-swapping solutions for electric vehicles that is on track to become a smart energy grid solutions provider, announced that it has signed a securities purchase agreement with one institutional investor to sell 551,628 Class A ordinary shares of the company in a registered direct offering (or pre-funded warrants in lieu of such shares).
Additionally, the company agreed to issue and sell warrants to the investor to buy up to 551,628 Class A ordinary shares in a concurrent private placement. For every Class A ordinary share and related warrant, the aggregate effective offering price is $2.50. The warrants have an initial exercise price of $2.50 per share, are immediately exercisable, and expire five years after issuance. The exercise price is subject to standard adjustments for splits, dividends, and similar events, as well as adjustments for certain dilutive issuances (as defined in the warrant form).
The gross proceeds to the Company from the registered direct offering and concurrent private placement are estimated to be approximately $1.4 million before deducting the placement agent’s fees and other estimated offering expenses payable by the Company.
The offering is expected to close on or about July 25, 2025, subject to the satisfaction of customary closing conditions.
Maxim Group LLC is acting as the sole placement agent in connection with the offering.
In accordance with a shelf registration statement on Form F-3 (File No. 333-282901) that was deemed effective by the U.S. Securities and Exchange Commission on November 8, 2024, the Class A ordinary shares are being offered. Class A ordinary shares will only be offered through a prospectus supplement that is included with the registration statement. The Class A ordinary shares that will be issued upon the exercise of the warrants and the warrants to be issued in the concurrent private placement were offered in a private placement under Section 4(a)(2) of the Securities Act of 1933, as amended and Regulation D promulgated thereunder. Neither the Act nor the relevant state securities laws have registered the warrants.
