Report of Foreign Issuer Pursuant to Rule 13a-16 or 15d-16 (6-k)
March 22 2023 - 4:31PM
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
OF THE SECURITIES EXCHANGE ACT OF 1934
For the month of March
2023
BORQS TECHNOLOGIES,
INC.
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Commission File Number 001-37593 |
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(Translation of registrant’s name into English) |
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Office B, 21/F, Legend Tower, 7 Shing Yip Street
Kwun Tong, Kowloon, Hong Kong |
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(Address of principal executive offices) |
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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): ☐
EXPLANATORY NOTE
As previously disclosed, on December 13, 2022,
Borqs Technologies, Inc. (the “Company” or “Borqs”) received a letter from the Department of the Treasury on behalf
of the Committee on Foreign Investment in the United States (“CFIUS”) stating that the Company is required to negotiate with
CFIUS to fully divest (the “Divestment”) its ownership interests and rights in Holu Hou Energy LLC (“HHE”) due
to HHE’s solar energy storage system and EnergyShare technology for Multi-Dwelling Residential Units being deemed a potential national
security risk due to Borqs’ IoT software development and hardware sourcing capabilities in China.
On March 16, 2023, the Company and HHE
entered into a national security agreement (the “Agreement”) with the Department of Defense and Department of Treasury
(the “U.S. Government”). The Agreement provides that the Divestment shall occur within six months unless extended by the
U.S. Government. The Agreement also contains standstill provisions which provide that the Company shall not acquire any additional
ownership interest in HHE, merge with or into HHE, effect any changes to the rights held by the Company, except as necessary to
effect its obligations under the Agreement, or acquire or take possession of any assets of HHE. Further, upon the completion of the
Divestment, the Company shall terminate or irrevocably waive any information, consent, board appointment, board observer, or other
governance rights held by the Company, except for any and all rights that are determined by the U.S. Government to be necessary to
effect the provisions of the Agreement. The Agreement outlines the steps to be taken with respect to the Divestment: engaging a
nationally recognized investment bank with experience in administering competitive sales and auction processes; assigning and hiring
of security and monitoring personnel to directly communicate with the U.S. Government; removing all of Borqs’ administrative
and technical influence over HHE; and creating a plan to divest all of Borqs’ investment interests and rights in HHE. The
Agreement provides that within thirty (30) days and pending the Divestment, Borqs shall irrevocably transfer the HHE Interests to a
Divestment Trust pursuant to a trust agreement to be entered into between Borqs and a trustee (the “Trustee”).
SIGNATURES
Pursuant to the requirements
of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto
duly authorized.
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BORQS TECHNOLOGIES INC. |
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(registrant) |
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Dated: March 22, 2023 |
By: |
/s/ Henry Sun |
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Henry Sun |
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Chief Financial Officer |
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