0001213900-26-040679
SEC filingHUHUTECH International Group Inc. entered into a Securities Purchase Agreement dated March 26, 2026, to issue and sell up to 2,666,667 Ordinary Shares or Pre-Funded Warrants at $1.50 per share via an effective F-3 registration statement.
HUHUTECH International Group Inc., a Cayman Islands exempted company, executed a Securities Purchase Agreement on March 26, 2026, enabling the sale of up to 2,666,667 Ordinary Shares or equivalent Pre-Funded Warrants to identified Purchasers at a fixed price of $1.50 per unit. This registered direct offering leverages an effective Form F-3 shelf registration (File No. 333-291647), allowing immediate market access without further SEC review. Purchasers may elect Pre-Funded Warrants in lieu of Shares to avoid exceeding the 4.99% beneficial ownership cap, calculated post-issuance, providing flexibility for institutional investors. These warrants carry a nominal exercise price of $0.0000025 per Ordinary Share (matching the par value) and become exercisable immediately upon issuance, expiring only upon full exercise, effectively functioning as share substitutes. Closing is set for the next Trading Day after all conditions are met, with settlement via Delivery Versus Payment through DWAC for efficiency. This transaction provides the Company with prompt capital infusion in immediately available funds, while Purchasers gain exposure to Ordinary Shares with downside protection via the low warrant exercise price. The structure underscores standard PIPE-like terms tailored for foreign private issuers, with defined timelines tied to New York business hours and Trading Days on principal markets like Nasdaq or NYSE American.