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. |
On March 31, 2022, Quanergy Systems, Inc. (the “Company”), issued a total of 3,940,641 shares (the “RJ Shares”) of its common stock, par value $0.0001 per share (the “Common Stock”), pursuant to a share issuance agreement, dated March 31, 2022 (the “RJ Issuance Agreement”), by and between the Company and Raymond James & Associates, Inc. (“RJ”). The RJ Shares were issued to satisfy, in full, the $9,842,091.00 that the Company owed to RJ under a letter agreement, dated February 7, 2022.
In addition, on March 31, 2022, the Company, issued a total of 863,000 shares (the “CITIC Shares” and, together with the RJ Shares, the “Shares”) of Common Stock, pursuant to a share issuance agreement, dated March 31, 2022 (the “CITIC Issuance Agreement” and, together with the RJ Issuance Agreement, the “Issuance Agreements”), by and between the Company and CITIC Capital Acquisition LLC. (“CITIC”). The CITIC Shares were issued to partially satisfy, amounts owed to CITIC under a letter agreement, dated February 8, 2022 (the “CITIC Letter Agreement”). Following the issuance of the CITIC Shares, an aggregate of $1,070,433.83 remains due under the CITIC Letter Agreement, which the Company has agreed to pay on or before September 30, 2022 pursuant to the CITIC Issuance Agreement.
Pursuant to the Issuance Agreements, the Company has agreed to file or cause to be filed a registration statement, or an amendment to a previously filed registration statement (as applicable, the “Shares Registration Statement”), on or before April 15, 2022, with the United States Securities and Exchange Commission to register such Shares. The Company also agreed to use or cause to be used commercially reasonable efforts to ensure the Shares Registration Statement is declared effective.
All of the 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.
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: April 5, 2022
QUANERGY SYSTEMS, INC. | ||
By: | /s/ Patrick Archambault | |
Patrick Archambault | ||
Chief Financial Officer |