Report of Foreign Issuer Pursuant to Rule 13a-16 or 15d-16 (6-k)
November 05 2020 - 4:09PM
Edgar (US Regulatory)
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 November 2020
Commission File Number: 001-38051
SOS Limited
(Translation of registrant’s name into
English)
Room 8888, Jiudingfeng Building, 888 Changbaishan
Road,
Qingdao Area, China (Shandong) Pilot Free Trade
Zone
People’s Republic of China
+86 0311-80910921
(Address of principal executive office)
Indicate by check mark whether the registrant
files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F ☒ Form
40-F ☐
Indicate by check mark if the registrant is
submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐
Indicate by check mark if the registrant is
submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐
Closing of Private Placement
As disclosed on SOS Limited’s
(the “Company”) Current Report on Form 6-K (the “Initial 6-K”) filed with the Securities
and Exchange Commission on October 21, 2020, the Company entered into certain securities purchase agreement (the “SPA”)
on October 15, 2020 with certain “non-U.S. Persons” (the “Purchasers”) as defined in Regulation
S of the Securities Act of 1933, as amended, pursuant to which the Company agreed to sell an aggregate of 65,337,649
units (the “Units”), each Unit consisting of one Class A ordinary share of the Company, par value $0.0001 per
share (“Share”) and a warrant to purchase one Share (“Warrant”) with an initial exercise
price of $0.281 per Share, or $2.81 per American depositary share of the Company (“ADS”) at a price of $0.2254
per Unit, or $2.254 per ADS, for an aggregate purchase price of RMB100,000,000 (approximately $14,727,106), subject to various
conditions to closing.
On November 5, 2020, the
transaction contemplated by the SPA consummated when all the closing conditions of the SPA have been satisfied and the Company
issued 65,337,649 Shares and Warrants to the Purchasers pursuant to the SPA.
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.
Dated: November 5, 2020
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SOS Limited
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By:
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/s/ Yandai Wang
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Name:
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Yandai Wang
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Title:
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Chief Executive Officer
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