Northann Corp. Files 8-K on Material Agreement and Equity Sales
Ticker: NCL · Form: 8-K · Filed: Dec 5, 2024 · CIK: 1923780
Sentiment: neutral
Topics: material-agreement, equity-sale, 8-k
TL;DR
Northann Corp. filed an 8-K detailing a material agreement and equity sales.
AI Summary
Northann Corp. filed an 8-K on December 5, 2024, reporting on events that occurred on December 4, 2024. The filing indicates the entry into a material definitive agreement and unregistered sales of equity securities. It also includes financial statements and exhibits.
Why It Matters
This filing signals significant corporate actions by Northann Corp., potentially impacting its financial structure and investor relations.
Risk Assessment
Risk Level: medium — The filing involves material definitive agreements and unregistered sales of equity, which can introduce financial and regulatory risks.
Key Numbers
- 000-56051 — Commission File Number (Identifies the specific SEC filing record for Northann Corp.)
- 82-2911016 — IRS Employer Identification No. (Tax identification number for Northann Corp.)
Key Players & Entities
- Northann Corp. (company) — Registrant
- December 4, 2024 (date) — Earliest event reported
- December 5, 2024 (date) — Filing date
- Nevada (jurisdiction) — State of incorporation
- 9820 Dino Drive, Suite 110, Elk Grove, CA 95624 (address) — Principal executive office
FAQ
What is the nature of the material definitive agreement entered into by Northann Corp. on December 4, 2024?
The filing does not specify the details of the material definitive agreement, only that one was entered into.
What type of equity securities were sold unregistered by Northann Corp.?
The filing mentions unregistered sales of equity securities but does not provide specific details about the type or amount.
When was Northann Corp. incorporated and in which state?
Northann Corp. was incorporated in Nevada.
What is the principal executive office address for Northann Corp.?
The principal executive office is located at 9820 Dino Drive, Suite 110, Elk Grove, CA 95624.
What are the key items reported in this 8-K filing?
The key items reported are the entry into a material definitive agreement, unregistered sales of equity securities, and financial statements and exhibits.
Filing Stats: 1,155 words · 5 min read · ~4 pages · Grade level 13.2 · Accepted 2024-12-05 17:00:26
Key Financial Figures
- $0.001 — nge on which registered Common Stock, $0.001 par value NCL NYSE American LLC I
Filing Documents
- ncl-20241204.htm (8-K) — 103KB
- or056_ex10-1.htm (EX-10.1) — 164KB
- or056_ex10-2.htm (EX-10.2) — 108KB
- or056_ex10-3.htm (EX-10.3) — 132KB
- 0001575872-24-001237.txt ( ) — 681KB
- ncl-20241204.xsd (EX-101.SCH) — 4KB
- ncl-20241204_cal.xml (EX-101.CAL) — 1KB
- ncl-20241204_def.xml (EX-101.DEF) — 11KB
- ncl-20241204_lab.xml (EX-101.LAB) — 16KB
- ncl-20241204_pre.xml (EX-101.PRE) — 12KB
- ncl-20241204_htm.xml (XML) — 4KB
01. Entry into a Material Definitive Agreement
Item 1.01. Entry into a Material Definitive Agreement. Financing and Strategic Planning Advisory Agreement with Linkun Investment LLC On December 4, 2024, the Company entered into a Financing and Strategic Planning Advisory Agreement with Linkun Investment LLC ("Linkun Investment", and such agreement, the "Linkun Investment Consulting Agreement"). Pursuant to the Linkun Investment Consulting Agreement, Linkun Investment has agreed to provide certain strategic planning advisory services in connection with the Company's business development during the term of the agreement, which is for six months from the date of execution of the Linkun Investment Consulting Agreement, unless otherwise earlier terminated by mutual agreement of the parties. In consideration for agreeing to provide such strategic planning advisory services under the Linkun Investment Consulting Agreement, the Company has agreed to issue and allot 3,000,000 shares of the Company's common stock, par value $0.001 per share (the "Linkun Investment Compensation Shares") to an entity designed by Linkun Investment. The issuance of the Linkun Investment Compensation Shares was completed pursuant to the exemption from registration provided by Section 4(a)(2) of the Securities Act of 1933, as amended, and Rule 506(b) promulgated thereunder. The foregoing description of the Linkun Investment Consulting Agreement does not purport to be complete, and is qualified in its entirety by reference to the Linkun Investment Consulting Agreement, filed as Exhibit 10.1 to this Current Report on Form 8-K. Business Development Agreement with CAKL Holdings Sdn Bhd On December 4, 2024, the Company entered into a Business Development Agreement with CAKL Holdings Sdn Bhd ("CAKL", and such agreement, the "CAKL Consulting Agreement"). Pursuant to the CAKL Consulting Agreement, CAKL has agreed to provide supply chain related consulting services in connection with the Company's business development, sales strategies, promoti
02. Unregistered Sales of Equity Securities
Item 3.02. Unregistered Sales of Equity Securities. The disclosures contained in Item 1.01 of this Current Report on Form 8-K is incorporated by reference in this Item 3.02.
01 Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits. (d) Exhibits 10.1 Financing and Strategic Planning Advisory Agreement by and between the Company and Linkun Investment LLC dated December 4, 2024 10.2 Business Development Agreement by and between the Company and CAKL Holdings Sdn Bhd dated December 4, 2024 10.3 Technical Service Agreement by and between the Company and San River International Sdn Bhd dated December 4, 2024 104 Cover Page Interactive Data File (embedded with the Inline XBRL document). Exhibits and schedules to this Exhibit have been omitted pursuant to Regulation S-K Item 601(a)(5). The Registrant agrees to furnish supplementally a copy of any omitted schedule or exhibit to the SEC upon request 3
SIGNATURES
SIGNATURES 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. NORTHANN CORP. Date: December 5, 2024 By: /s/ Lin Li Name: Lin Li Title: Chief Executive Officer 4