ESGL Holdings Exercises Private Placement Option

TL;DR

ESGL Holdings closed another tranche of its private placement, selling more shares at $0.29.

AI Summary

ESGL Holdings Limited announced the second closing of its private placement on October 1, 2024, exercising an option to issue an additional 13,800,000 ordinary shares at US$0.29 per share. This follows the initial closing on August 22, 2024, where the company also issued 13,800,000 shares. The total gross proceeds from both closings are not explicitly stated but are based on the per-share price.

Why It Matters

This filing indicates ESGL Holdings is continuing to raise capital through private placements, which could fund operations or expansion, but also dilutes existing shareholders.

Risk Assessment

Risk Level: medium — The company is raising capital through private placements, which can be a sign of financial need and dilutes existing shareholders.

Key Numbers

• US$0.29 — Share Price (Price per share in the private placement)
• 13,800,000 — Shares (Initial Closing) (Number of shares issued in the first closing)
• 13,800,000 — Shares (Second Closing) (Number of shares issued in the second closing option exercise)

Key Players & Entities

• ESGL Holdings Limited (company) — Filer of the report
• August 21, 2024 (date) — Date of Share Purchase Agreement
• August 22, 2024 (date) — Closing Date of initial private placement
• October 1, 2024 (date) — Date of second closing option exercise
• US$0.29 (dollar_amount) — Purchase price per share
• 13,800,000 (dollar_amount) — Number of ordinary shares issued in initial closing
• 13,800,000 (dollar_amount) — Number of ordinary shares issued in second closing

FAQ

Key Financial Figures

• $0.29 — the Purchasers at a purchase price of US$0.29 per share. The closing of the private p
• $4,002,000 — the Company received gross proceeds of $4,002,000. For a period of three months following
• $998,000 — right to purchase up to an aggregate of $998,000 of additional ordinary shares on the sa

Filing Documents

• form6-k.htm (6-K) — 21KB
• 0001493152-24-038925.txt ( ) — 22KB

From the Filing

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 October 2024 Commission File No. 001-41772 ESGL Holdings Limited 101 Tuas South Avenue 2 Singapore 637226 (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 Information Contained in this Form 6-K Report Private Placement – Second Closing Option Exercised As previously disclosed, on August 21, 2024, ESGL Holdings Limited (the “Company”) entered into a Share Purchase Agreement (the “Purchase Agreement”) with certain accredited investors named therein (the “Purchasers”), pursuant to which the Company issued in a private placement an aggregate of 13,800,000 ordinary shares to the Purchasers at a purchase price of US$0.29 per share. The closing of the private placement occurred on August 22, 2024 (the “Closing Date”) and the Company received gross proceeds of $4,002,000. For a period of three months following the Closing Date, Mr. Samuel Wu, one of the Purchasers, was granted the right to purchase up to an aggregate of $998,000 of additional ordinary shares on the same and terms and conditions set forth in the Purchase Agreement (the “Second Closing Option”). On September 30, 2024, the Second Closing Option was exercised and the Company accordingly issued and sold to such Purchaser an additional 3,441,380 ordinary shares for gross proceeds to the Company of $998,000. The ordinary shares were issued and sold by the Company in a private placement pursuant to the exemption provided in Section 4(a)(2) under the United States Securities Act of 1933, as amended (the “Securities Act”). As soon as practicable following the expiration of the Second Closing Option, the Company has agreed to use its commercially reasonable efforts to prepare and file a resale registration for resale on behalf of the Purchasers. The Company also agreed to use its commercially reasonable efforts to cause such registration reasonable efforts to keep such registration statement continuously effective under the Securities Act until the date that all of the shares covered by such registration statement (i) have been sold thereunder or pursuant to Rule 144, or (ii) may be sold without volume or manner-of-sale restrictions pursuant to Rule 144. The foregoing description of the Purchase Agreement does not purport to describe all of the terms and provisions thereof and is qualified in its entirety by reference to the form of Purchase Agreement which is filed hereto as Exhibit 10.1 and is incorporated herein by reference. Exhibits Exhibit No. Description 10.1 Share Purchase Agreement (incorporated by reference to the Form 6-K filed by the registrant with the SEC on August 23, 2024). 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, thereunto duly authorized. ESGL Holdings Limited By: /s/ Ho Shian Ching Name: Ho Shian Ching Title: Chief Financial Officer Dated: October 1, 2024

View Full Filing

View this 6-K filing on SEC EDGAR