Item 1.01 Entry Into a Material Definitive Agreement
On August 30, 2022, Addentax Group Corp.(the "Company") entered into an
underwriting agreement (the "Underwriting Agreement") with Network 1 Financial
Securities, Inc. (the "Representative"), as representative of the underwriters
named therein (the "Underwriters"), in connection with the Company's public
offering. The Company previously filed a form of underwriting agreement as an
exhibit to its Registration Statement on Form S-1 (File No. 333-230943) (as
amended and supplemented, the "Registration Statement"). On August 30, 2022, the
Company announced the pricing of its public offering of 5,000,000 shares of
common stock for a price of $5.00 per share. The Company also granted the
Underwriters a 45-day option to purchase up to 750,000 additional shares of the
Company's common stock on the same terms and conditions for the purpose of
covering any over-allotments, if any, in connection with the public offering.
The public offering closed on September 2, 2022 and was made pursuant to the
Registration Statement, which was declared effective by the Securities and
Exchange Commission (the "SEC") on August 11, 2022 under the Securities Act of
1933, as amended (the "Securities Act"). A final prospectus describing the terms
of the public offering was filed with the SEC on September 1, 2022 and is
available on the SEC's website located at http://www.sec.gov.
In connection with the closing of the public offering, the Company issued to the
Representative, and/or its permitted designees, as a portion of the underwriting
compensation payable to the Representative, warrants to purchase 500,000 shares
of common stock, equal to 10% of the number of shares of common stock sold in
the public offering, at an exercise price of $6.50, equal to 130% of the public
offering price in the offering (the "Underwriter's Warrants"). The Underwriter's
Warrants are exercisable for a period of five years, commencing after the
closing of the offering.
The net proceeds to the Company from its public offering are approximately
$23.25 million, after deducting underwriting commissions and offering expenses,
and assuming no exercise of the over-allotment option. The Company intends to
use the net proceeds from its public offering for purchase and sale of raw
materials and developing its own brands, including working capital and general
corporate purposes.
This Current Report on Form 8-K contains forward-looking statements that involve
risks and uncertainties, such as statements related to the use of proceeds from
the public offering, as well as other risks detailed from time to time in the
Company's filings with the SEC.
Copies of the Underwriting Agreement and the Underwriter's Warrant are filed as
Exhibits 1.1 and 4.1 to this Current Report on Form 8-K and are incorporated
herein by reference. The foregoing description of the Underwriting Agreement and
the Underwriter's Warrant does not purport to be complete and is qualified in
its entirety by reference to the complete text of the Underwriting Agreement and
the Underwriter's Warrant.
Item 8.01 Other Events
On August 31, 2022, in connection with the offering described in Item 1.01, the
Company's common stock began trading on The Nasdaq Capital Market ("Nasdaq")
under the trading symbols "ATXG".
On August 30, 2022, the Company issued a press release announcing the pricing of
the public offering and the uplisting to Nasdaq. The Company issued a press
release on September 2, 2022 announcing the closing of the offering. Copies of
the press releases are attached as Exhibits 99.1 and 99.2 hereto and are
incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
Exhibit No. Description
1.1 Underwriting Agreement dated August 30, 2022 by and between the
Company and Network 1 Financial Securities, Inc.
4.1 Form of Underwriter's Warrant
99.1 Press Release dated August 30, 2022
99.2 Press Release dated September 2, 2022
104 Cover Page Interactive Data File (embedded within the Inline XBRL
document)
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