0001213900-26-041068
SEC filingU Power Limited entered into a subscription agreement to issue and sell Class A Ordinary Shares to a non-U.S. purchaser under Regulation S in an offshore transaction.
U Power Limited, a Cayman Islands company listed on Nasdaq Capital Market (UCAR), has executed a subscription agreement for an unregistered offering of Class A Ordinary Shares to a specified non-U.S. purchaser under Regulation S. This offshore transaction avoids U.S. registration requirements, with shares designated as restricted securities per Rule 144, limiting resale without registration or exemption. The deal structures payment within 10 business days post-subscription certificate via wire to East West Bank, followed by share delivery in certificate or book-entry form. Key investor protections include company representations on valid incorporation, full authority to issue fully paid non-assessable shares free of liens or preemptive rights, no material litigation threats, and compliance with SEC filings and Nasdaq rules. No general solicitation occurred, ensuring private placement status. Potential broker fees are company-borne, with no purchaser liability. This capital raise supports liquidity without immediate dilution from public offering, though exact amounts are redacted; significance lies in bolstering balance sheet amid audited financials reference to December 31, 2025, and ongoing Nasdaq listing maintenance.