6-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549 

FORM 6-K 

REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of June 2021

Commission File Number: 001-39833 

EZGO Technologies Ltd.

(Registrant’s Name)

Building #A, Floor 2, Changzhou Institute of Dalian University of Technology,

Science and Education Town,

Wujin District, Changzhou City

Jiangsu, China 213164

(Address of Principal Executive Offices) 

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.

Form 20-F ☒            Form 40-F ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐

On June 1, 2021, EZGO Technologies Ltd. (the “Company”), closed its previously announced registered direct public offering (the “Offering”) of 2,564,102 units of its securities (each, a “Unit”), with each Unit consisting of (i) one ordinary share of the Company, par value $0.001 per share, and (ii) one warrant to purchase 0.7 ordinary share. The Company sold the Units at a price of $4.68 per Unit. The Company received gross proceeds from the Offering, before deducting estimated offering expenses payable by the Company, of approximately $12,000,000.

On June 2, 2021, the Company issued a press release announcing the closing of the Offering. A copy of the press release announcing the closing of the Offering is furnished as Exhibit 99.1 to this Form 6-K.

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Exhibit No.	Description
99.1	Press Release

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SIGNATURES

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, thereunto duly authorized.

EZGO Technologies Ltd.
By:	/s/ Jianhui Ye
Name:	Jianhui Ye
Title:	Chief Executive Officer

Date: June 2, 2021

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EX-99.1

Exhibit 99.1

 

EZGO Technologies Ltd. Announces Closing of Upsized $12 Million Registered Direct Offering

CHANGZHOU, China, June 2, 2021 -- EZGO Technologies Ltd. (Nasdaq: EZGO) (“EZGO” or the “Company”), a leading short-distance transportation solutions provider in China, today announced that it has closed a registered direct offering of an aggregate of 2,564,102 units of its securities (each, a “Unit”), with each Unit consisting of (i) one ordinary share of the Company, par value $0.001 per share, and (ii) one warrant to purchase 0.7 ordinary share for aggregate gross proceeds of approximately $12 million.  The warrants are exercisable immediately, have an exercise price of $4.68 per share and expire two years from the date of issuance.

After deducting the placement agent’s commissions and other offering expenses payable by EZGO, the net proceeds to the Company are approximately $10.9 million. EZGO has approximately 13,402,602 ordinary shares outstanding after the offering. The Company intends to use the net proceeds of the offering for working capital and general corporate purposes.

FT Global Capital, Inc. is acting as the exclusive placement agent in connection with the offering. Ellenoff Grossman & Schole LLP acted as counsel to the Company and Sheppard Mullin LLP acted as counsel to the Placement Agent in connection with the offering.

The offering was made pursuant to a registration statement on Form F-1 (SEC File No. 333-256311), previously filed with the Securities and Exchange Commission (“SEC”) on May 20, 2021, subsequently amended and declared effective on May 26, 2021,   and an additional registration statement on Form F-1 (File No. 333-256525) filed on May 27, 2021 pursuant to Rule 462(b) of the Securities Act of 1933, as amended, which became effective automatically upon filing. A prospectus describing the terms of the offering have been filed with the SEC and is available on the SEC’s website located at www.sec.gov.

This press release shall not constitute an offer to sell, or the solicitation of an offer to buy, nor may there be any sale of these securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

About EZGO Technologies Ltd.

Leveraging an Internet of Things (IoT) product and service platform and two E-bicycle brands, “Cenbird” and “Dilang,” EZGO has established a business model centered on the manufacturing and sale of E-bicycles and E-bicycle rentals, complemented by the E-bicycle charging pile business. For additional information, please visit EZGO’s website at www.ezgotech.com.cn.

Investors can visit the “Investor Relations” section of EZGO’s website at:

http://www.ezgotech.com.cn/Investor/.

 

Safe Harbor Statement

This press release contains forward-looking statements as defined by the Private Securities Litigation Reform Act of 1995. Forward-looking statements include statements concerning plans, objectives, goals, strategies, future events or performance, and underlying assumptions and other statements that are other than statements of historical facts. When the Company uses words such as “may, “will, “intend,” “should,” “believe,” “expect,” “anticipate,” “project,” “estimate” or similar expressions that do not relate solely to historical matters, it is making forward-looking statements. Forward-looking statements are not guarantees of future performance and involve risks and uncertainties that may cause the actual results to differ materially from the Company’s expectations discussed in the forward-looking statements. These statements are subject to uncertainties and risks including, but not limited to, the following: the Company’s goals and strategies; the Company’s future business development; product and service demand and acceptance; changes in technology; economic conditions; the growth of the short-distance transportation solutions market in China and the other international markets the Company plans to serve; reputation and brand; the impact of competition and pricing; government regulations; fluctuations in general economic and business conditions in China and the international markets the Company plans to serve and assumptions underlying or related to any of the foregoing and other risks contained in reports filed by the Company with the SEC. For these reasons, among others, investors are cautioned not to place undue reliance upon any forward-looking statements in this press release. Additional factors are discussed in the Company’s filings with the SEC, which are available for review at www.sec.gov. The Company undertakes no obligation to publicly revise these forward-looking statements to reflect events or circumstances that arise after the date hereof.

For more information, please contact:
At the Company: 
Shawn Wen 
Email: ir@ez-go.com.cn
Phone: (+86) 13502829216 

Investor Relations:
Adam Prior

The Equity Group Inc.

Email: aprior@equityny.com

Phone: (212) 836-9606