UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Item 3.02. | Unregistered Sales of Equity Securities. |
As previously announced, on May 20, 2022, Quanergy Systems, Inc. (the “Company”) delivered a draw down notice (the “Draw Down Notice”) to GEM Global Yield LLC SCS (“GEM Investor”), pursuant to the previously announced Share Purchase Agreement, dated December 12, 2021, by and among the Company, GEM Investor and GEM Yield Bahamas Ltd. (“GYBL”), as amended by Amendment No. 1 to Share Purchase Agreement, dated January 31, 2022, between the Company, GEM Investor and GYBL (the “Purchase Agreement”), which allows the Company to fund general corporate purpose and working capital needs. On July 25, 2022, the Company and GEM Investor settled the Draw Down Notice. In total, the Company issued a total of 25,148,605 shares (the “GEM Shares”) of its common stock, par value $0.0001 per share (the “Common Stock”) for an aggregate purchase price of $9,900,000, pursuant to the Draw Down Notice. Pursuant to the Purchase Agreement, the Company will pay GEM $198,000, in connection with the settlement, as partial payment of the Commitment Fee (as defined in the Purchase Agreement).
All of the GEM Shares were issued without registration under the Securities Act of 1933, as amended (the “Securities Act”), in reliance upon the exemption provided in Section 4(a)(2) of the Securities Act.
Item 7.01. | Regulation FD Disclosure. |
The information contained in Item 3.02 of this Current Report on Form 8-K is incorporated by reference into this Item 7.01. Following the sale and issuance of the GEM Shares as described above, the number of outstanding shares of Common Stock as of the end of the day on July 26, 2022 was 120,647,639 shares.
The information contained in this Item 7.01 shall not be deemed to be “filed” for purposes of Section 18 of the Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, and is not incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act.
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.
Dated: July 27, 2022
QUANERGY SYSTEMS, INC. | ||
By: | /s/ Patrick Archambault | |
Patrick Archambault | ||
Chief Financial Officer |