Canaan Inc. Files 6-K for Registration Statement Update

TL;DR

Canaan Inc. filed a 6-K, updating its F-3 registration. Standard compliance move.

AI Summary

Canaan Inc. filed a Form 6-K on December 23, 2024, to incorporate information into its existing Form F-3 registration statement (File No. 333-278762). This filing is part of its ongoing reporting obligations as a foreign private issuer.

Why It Matters

This filing ensures that Canaan Inc.'s registration statement remains current, which is crucial for its ability to issue securities and maintain compliance with SEC regulations.

Risk Assessment

Risk Level: low — This is a routine administrative filing to incorporate information into an existing registration statement, not indicating new material events or financial changes.

Key Players & Entities

• Canaan Inc. (company) — Filer of the Form 6-K
• 333-278762 (registration_statement_id) — Form F-3 registration statement number
• 001-39127 (company_file_number) — SEC file number for Canaan Inc.
• 20241223 (date) — Filing date of the Form 6-K

FAQ

Key Financial Figures

• $270 million — ompany may sell up to an aggregate of US$270 million of the American depositary shares (&ldq
• $61.2 million — Ss with net proceeds of approximately US$61.2 million at an average price of US$1.99 per ADS.
• $1.99 — S$61.2 million at an average price of US$1.99 per ADS. The Company did not utilize su

Filing Documents

• tm2431859d1_6k.htm (6-K) — 22KB
• tm2431859d1_ex1-1.htm (EX-1.1) — 276KB
• tm2431859d1_ex5-1.htm (EX-5.1) — 31KB
• tm2431859d1_ex5-1img001.jpg (GRAPHIC) — 3KB
• tm2431859d1_ex5-1img002.jpg (GRAPHIC) — 13KB
• 0001104659-24-131295.txt ( ) — 353KB

From the Filing

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 December 2024 Commission File Number: 001-39127 Canaan Inc. 28 Ayer Rajah Crescent #06-08 Singapore 139959 (Address of principal executive offices) 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 x Form 40-F o 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 This current report on Form 6-K is incorporated by reference into the registration statement on Form F-3 of the Company (File No. 333-278762) and shall be a part thereof from the date on which this current report is furnished, to the extent not superseded by documents or reports subsequently filed or furnished. Canaan Inc. Engages with Macquarie Capital Limited, Keefe, Bruyette & Woods, Inc., and Certain Other Agents as the New Sales Agents for Its At-The-Market Offering and Files Updated Prospectus Supplement On December 23, 2024, Canaan Inc. (NASDAQ: CAN) (“Canaan” or the “Company” or “We”) entered into a sales agreement (the “ATM Agreement”) with Macquarie Capital Limited (“Macquarie Capital”), Keefe, Bruyette & Woods, Inc. (“KBW”), China Renaissance Securities (Hong Kong) Limited, Compass Point Research & Trading, LLC, Craig-Hallum Capital Group LLC, Northland Securities, Inc., Rosenblatt Securities Inc., The Benchmark Company, LLC, and B. Riley Securities Inc. (“B. Riley”) as sales agents (the “sales agents”). The Company has filed a new prospectus supplement, dated December 23, 2024, Eastern Standard Time (the “Prospectus Supplement”) setting up the new at-the-market equity offering program (the “ATM Program” or “ATM”), under which the Company may sell up to an aggregate of US$270 million of the American depositary shares (“ADSs”), each representing fifteen Class A ordinary shares of the Company, through or to the sales agents . The timing and extent of the use of the ATM Program will be at the discretion of the Company. Pursuant to the ATM Agreement, the sales agents may sell the ADSs by any method permitted that is deemed an “at the market offering” as defined in Rule 415(a)(4) under the Securities Act of 1933, as amended. The sales agents will use commercially reasonable efforts consistent with their normal trading and sales practices to sell the shares from time to time, based upon instructions from the Company, including sales made directly on or through the NASDAQ Global Market or any other existing trading market in the United States for ADSs representing the Company’s Class A ordinary shares. Under the ATM Agreement, the sales agents are not required to sell any specific number or dollar amount of securities, but will act as our sales agents using commercially reasonable efforts consistent with their normal trading and sales practices. The ADSs will be offered under the Company’s existing shelf registration statement, including the accompanying base prospectus, on Form F-3, as amended, which was initially filed with the SEC on April 17, 2024 and became effective on September 5, 2024 (File No. 333-278762). If the Company chooses to sell ADSs under the ATM Program, it intends to use the net proceeds of this offering for research and development, expansion of production scale, manufacturing or investing in digital mining sites and equipment for deployment and sales, and other general corporate purposes. The foregoing summary of the ATM Agreement and the transactions contemplated thereby does not purport to be complete and is subject to, and qualified in its entirety by, reference to the full text of the ATM Agreement, which is filed herewith as Exhibit 1.1 and incorporated by reference herein. Effective December 20, 2024, the Company terminated its at-the-market offering agreement with B. Riley, dated as of November 10, 2023, as amended by an Amendment no. 1 dated as of November 27, 2023, related to the offer and sale of the Company’s ADSs in at-the-market equity offering program. From November 10, 2023 to December 31, 2023, the Company utilized the above at-the-market equity offering program and sold 31,347,044 ADSs with net proceeds of approximately US$61.2 million at an average price of US$1.99 per ADS. The Company did not utilize such program after December 31, 2023. A copy of the opinion of Maples and Calder (Hong Kong) LLP relating to the validity of the securities to be issued pursuant to the ATM Agreement is filed h

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View this 6-K filing on SEC EDGAR