Current Report Filing (8-k)
June 16 2020 - 4:59PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of Earliest Event
Reported): June 10, 2020
CBAK
ENERGY TECHNOLOGY, INC.
(Exact name of registrant as specified
in its charter)
Nevada
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001-32898
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86-0442833
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(State or other jurisdiction
of incorporation)
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(Commission File No.)
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(IRS Employer
Identification No.)
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BAK Industrial Park, Meigui Street
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Huayuankou Economic Zone
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Dalian, China, 116450
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(Address, including zip code, of principal executive offices)
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(86)(411)-3918-5985
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(Registrant’s telephone number, including area code)
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(Former name or former address, if changed since last report)
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Securities registered or to be registered
pursuant to Section 12(b) of the Act:
Title of each class
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Trading Symbol(s)
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Name of each exchange on which registered
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Common Stock, $0.001 par value
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CBAT
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Nasdaq Capital Market
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Check
the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant
under any of the following provisions (see General Instruction A.2. below):
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☐
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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☐
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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☐
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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☐
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405
of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging
growth company o
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for
complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange
Act. o
ITEM 1.01. ENTRY INTO A MATERIAL
DEFINITIVE AGREEMENT.
On June
10, 2020, CBAK Energy Technology, Inc. (the “Company”) entered into an exchange agreement (the “Exchange Agreement”)
with Atlas Sciences, LLC (the “Lender”), pursuant to which the Company and the Lender agreed to (i) partition a new
promissory note in the original principal amount equal to $150,000 (the “Partitioned Promissory Note”) from the outstanding
balance of certain promissory note that the Company issued to the Lender on July 24, 2019, which has an original principal amount
of $1,395,000, and (ii) exchange the Partitioned Promissory Note for the issuance of 407,609 shares of the Company’s common
stock, par value $0.001 per share (the “Shares”) to the Lender. According to the Exchange Agreement, the Shares are
required to be delivered to the Lender on or before June 12, 2020 and the exchange will occur upon the Lender’s surrender
of the Partitioned Promissory Note to the Company on the date when the Shares are eligible for free trading.
The foregoing
descriptions of the Exchange Agreement are not complete and are qualified in their entireties by reference to the full text of
the Exchange Agreement, copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated by reference
herein.
ITEM
2.03. CREATION OF A DIRECT FINANCIAL OBLIGATION OR AN OBLIGATION UNDER AN OFF-BALANCE SHEET ARRANGEMENT OF A REGISTRANT.
The information
set forth in Item 1.01 of this Current Report on Form 8-K, to the extent required by this Item 2.03, is incorporated herein by
reference.
ITEM
3.02 UNREGISTERED SALES OF EQUITY SECURITIES.
The information
contained above in Item 1.01 regarding the issuance of the Shares pursuant to the Exchange Agreement is hereby incorporated by
reference into this Item 3.02. The offer and sale of such Shares were not registered under the Securities Act of 1933, as amended
(the “Securities Act”), in reliance on an exemption from registration under Section 3(a)(9) of the Securities Act,
in that (a) the Shares were issued in exchange for the Partitioned Promissory Note held by the Lender; (b) there was no additional
consideration of value being delivered by the Lender in connection with the exchange; and (c) there were no commissions or other
remuneration being paid by the Company in connection with the exchange.
ITEM 9.01. FINANCIAL STATEMENTS
AND EXHIBITS.
SIGNATURE
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 hereunto duly authorized.
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CBAK ENERGY TECHNOLOGY, INC.
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Date: June 16, 2020
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By:
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/s/ Yunfei Li
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Yunfei Li
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Chief Executive Officer
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EXHIBIT
INDEX
3
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