0001213900-23-042746.txt : 20230524 0001213900-23-042746.hdr.sgml : 20230524 20230524170015 ACCESSION NUMBER: 0001213900-23-042746 CONFORMED SUBMISSION TYPE: 6-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20230524 FILED AS OF DATE: 20230524 DATE AS OF CHANGE: 20230524 FILER: COMPANY DATA: COMPANY CONFORMED NAME: NWTN, Inc. CENTRAL INDEX KEY: 0001932737 STANDARD INDUSTRIAL CLASSIFICATION: MOTOR VEHICLES & PASSENGER CAR BODIES [3711] IRS NUMBER: 000000000 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 6-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-41559 FILM NUMBER: 23954925 BUSINESS ADDRESS: STREET 1: OFF 114-117, FLR 1, BLD A, PO BOX 600 STREET 2: DUBAI DIGITAL PARK, DUBAI SILICON OASIS CITY: DUBAI STATE: C0 ZIP: 00000 BUSINESS PHONE: 971 4 259 0405 MAIL ADDRESS: STREET 1: OFF 114-117, FLR 1, BLD A, PO BOX 600 STREET 2: DUBAI DIGITAL PARK, DUBAI SILICON OASIS CITY: DUBAI STATE: C0 ZIP: 00000 6-K 1 ea179204-6k_nwtninc.htm REPORT OF FOREIGN PRIVATE ISSUER

 

 

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

SECURITIES EXCHANGE ACT OF 1934

 

For the month of May 2023

 

Commission File Number: 001-41559

 

NWTN Inc.

(Translation of registrant’s name into English)

 

c/o Alan Nan WU

Office 114-117, Floor 1,

Building A1,

Dubai Digital Park, Dubai Silicon Oasis,

Dubai, UAE

(Address of principal executive office)

 

Indicate by check mark whether the registrant files or will file annual reports under cover of 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): ☐

 

 

 

 

 

 

Explanatory Note:

 

On May 18, 2023, NWTN Inc. (the “Company”) issued a press release announcing receipt of a deficiency notice from Nasdaq Stock Market (“Nasdaq”) informing the Company that since it has not yet filed its Form 20-F for the period ended December 31, 2022, it no longer complies with the Listing Rule 5250(c)(1) for continued listing. A copy of the press release is attached hereto as Exhibit 99.1.

 

1

 

 

EXHIBIT INDEX

 

Number   Description of Exhibit
     
99.1   Press Release dated May 24, 2023

 

2

 

 

SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

Dated: May 24, 2023

 

  NWTN Inc.
     
  By: /s/ Alan Nan Wu
  Name:  Alan Nan Wu
  Title: Chief Executive Officer, Executive Director and Chairman

 

 

3

 

 

 EX-99.1 2 ea179204ex99-1_nwtninc.htm PRESS RELEASE DATED MAY 24, 2023

Exhibit 99.1

 

NWTN Inc. Receives Expected Notification from Nasdaq Related to Delayed Annual Report on Form 20-F

 

DUBAI, United Arab Emirates, May 24, 2023 — NWTN Inc. (Nasdaq: NWTN), an eco-conscious mobility technology company bringing passenger-centric green premium mobility solutions to the world (“NWTN” or the “Company”), today announced that it received an expected letter from the Listing Qualifications Department of The Nasdaq Stock Market LLC (“Nasdaq”) stating that the Company is not in compliance with Nasdaq Listing Rule 5250(c)(1) because it has not yet filed its Annual Report on Form 20-F for the period ended December 31, 2022 (the “Form 20-F”) with the Securities and Exchange Commission (the “SEC”). The Nasdaq notification letter has no immediate effect on the listing or trading of the Company’s securities on the Nasdaq Stock Market.

 

Nasdaq indicated that the Company has 60 calendar days, or no later than July 17, 2023, to submit a plan to regain compliance. If Nasdaq accepts the Company’s plan, Nasdaq can grant an exception of up to 180 calendar days from the due date of the Form 20-F, or until November 13, 2023, to regain compliance. However, there can be no assurance that Nasdaq will accept the Company’s plan to regain compliance or that the Company will be able to regain compliance within any extension period granted by Nasdaq. If Nasdaq does not accept the Company’s plan, the Company will have the opportunity to appeal that decision to a Hearing Panel under Nasdaq Listing Rule 5815(a). If the Company fails to timely regain compliance with Nasdaq’s listing rules, the securities of the Company will be subject to delisting on Nasdaq.

 

The Company is continuing to work diligently to finalize and file the Form 20-F as soon as possible within the timeline prescribed by Nasdaq.

 

This announcement is made in compliance with Nasdaq Listing Rule 5810(b), which requires prompt disclosure of receipt of a deficiency notification.

 

ABOUT NWTN

 

NWTN is a pioneering green energy company dedicated to providing passenger-focused, premium electric vehicle products and green energy solutions to customers worldwide. Headquartered in Dubai, United Arab Emirates (UAE), NWTN has a full vehicle assembly facility in Abu Dhabi and a supply chain manufacturing base in Jinhua, China.

 

NWTN is committed to the future of mobility solutions that integrate pioneering design, personalized lifestyles, Internet of Everything (IoT), autonomous driving technology and the eco-system of green energy.

 

In addition to the offering of energy vehicles, NWTN is exploring opportunities in the entire clean energy value chain, including photovoltaics, green hydrogen power and energy storage in the UAE, the Middle East, North Africa, China, other Asian countries and Europe.

 

For further information, please visit: https://www.nwtnmotors.com.

 

 

 

 

FORWARD-LOOKING STATEMENTS

 

This press release may contain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Such forward-looking statements are characterized by future or conditional verbs such as “may,” “will,” “expect,” “intend,” “anticipate,” believe,” “estimate” and “continue” or similar words. You should read statements that contain these words carefully because they discuss future expectations and plans, which contain projections of future results of operations or financial condition or state other forward-looking information.

 

Forward-looking statements are predictions, projections and other statements about future events that are based on current expectations and assumptions and, as a result, are subject to risks and uncertainties. Many factors could cause actual future events to differ materially from the forward-looking statements in this press release, including but not limited to the risk factors contained in NWTN’s filings with the SEC, which are available for review at www.sec.gov. Forward-looking statements speak only as of the date they are made. New risks and uncertainties arise over time, and it is not possible for NWTN to predict those events or how they may affect NWTN. If a change to the events and circumstances reflected in NWTN’s forward-looking statements occurs, NWTN’s business, financial condition and operating results may vary materially from those expressed in NWTN’s forward-looking statements.

 

Readers are cautioned not to put undue reliance on forward-looking statements, and NWTN assumes no obligation and does not intend to update or revise these forward-looking statements, whether as a result of new information, future events or otherwise.

 

CONTACT

 

For investor enquiries:

Michael Bowen

nwtnir@icrinc.com

 

For media enquiries:

Edmond Lococo

nwtnpr@icrinc.com