WiMi Hologram Cloud Amends MicroAlgo Stake Disclosure

TL;DR

**WiMi Hologram Cloud just updated its MicroAlgo stake, signaling a potential shift in control.**

AI Summary

WiMi Hologram Cloud Inc. filed an amended Schedule 13D/A on January 10, 2024, updating its previous filing regarding its ownership in MicroAlgo Inc. This amendment, triggered by an event on January 8, 2024, indicates a change in the reporting person's disclosures, specifically concerning Jie Zhao, who is authorized to receive notices. This matters to investors because it signals a potential shift in control or influence over MicroAlgo Inc. by WiMi Hologram Cloud Inc., which could impact future strategic decisions or stock performance.

Why It Matters

This filing indicates a change in WiMi Hologram Cloud Inc.'s reported ownership or influence over MicroAlgo Inc., which could affect MicroAlgo's strategic direction and investor sentiment.

Risk Assessment

Risk Level: medium — Changes in significant ownership can lead to strategic shifts, which may introduce uncertainty or volatility for MicroAlgo Inc. shareholders.

Analyst Insight

Investors in MicroAlgo Inc. should monitor subsequent filings for details on the nature of the change in WiMi Hologram Cloud Inc.'s stake, as it could signal strategic shifts or potential future actions by the reporting entity.

Key Players & Entities

• WiMi Hologram Cloud Inc. (company) — the filing person and reporting entity
• MicroAlgo Inc. (company) — the subject company whose shares are being reported
• Jie Zhao (person) — authorized to receive notices and communications for WiMi Hologram Cloud Inc.
• January 8, 2024 (date) — date of the event requiring the filing
• January 10, 2024 (date) — date the SC 13D/A was filed

FAQ

Key Financial Figures

• $4,000,000 — ary shares to WiMi in consideration for $4,000,000 which was paid to the Issuer on the clo
• $0.50 — presenting a per share consideration of $0.50 per share (the “Share Purchase&rd
• $100,000,000 — ich the Issuer may issue and sell up to $100,000,000 of the Issuer’s securities (&ldqu
• $0.001 — spect to the ordinary shares, par value $0.001 per share, of MicroAlgo Inc. This Joint
• $0.01 — dinary shares of the Company, par value $0.01 per share, and any other class of secur
• $0 — r Share Purchase Price ” equals US$0.50, subject to adjustment for reverse a

Filing Documents

• wimiholo-micro_sc13da.htm (SC 13D/A) — 129KB
• 0001829126-24-000108.txt ( ) — 131KB

of the Schedule 13D is supplemented as follows

Item 3 of the Schedule 13D is supplemented as follows: The Reporting Persons acquired the securities of the Issuer on January 8, 2024 in consideration of $4,000,000. Item 4 below provides a general overview of the Share Purchase (defined in Item 4 below). Item 4. Purpose of Transaction.

of the Schedule 13D is supplemented as follows

Item 4 of the Schedule 13D is supplemented as follows: The information set forth in Item 3 of this Schedule 13D is incorporated herein by reference. Securities Purchase Agreement On January 4, 2024 WiMi and the Issuer entered into a Securities Purchase Agreement pursuant to which the Issuer agreed to sell to WiMi 8 million ordinary shares of MicroAlgo in consideration of $4,000,000, representing a per share consideration of $0.50 per share (the “Share Purchase”). The Issuer is a subsidiary of WiMi. On December 27, 2023, the Issuer’s Registration Statement on Form F-3 became effective pursuant to which the Issuer may issue and sell up to $100,000,000 of the Issuer’s securities (“Shelf Registration”). WiMi and the Issuer entered into the Share Purchase, which closed on January 8, 2024, to mitigate risk of dilution in anticipation of potential issuance and sale of securities by the Issuer pursuant to the Shelf Registration. Except as stated herein, the Reporting Person has no present plans or proposals that relate to or would result in any of the actions required to be described in subsections (a) through (j) of Item 4 of Schedule 13D. The Reporting Person may, at any time, review or reconsider his positions with respect to the Issuer and formulate plans or proposals with respect to any of such matters, but except as described herein, has no present intention of doing so. The information contained in rows (7), (8), (9), (10), (11) and (13) of the cover page of this Schedule 13D and the corresponding footnotes, and the information set forth in or incorporated by reference in Item 2, Item 3, Item 5 and Item 6 of this Schedule 13D is hereby incorporated by reference in its entirety into this Item 4. 3 Item 5. Interest in Securities of the Issuer. The responses to rows (7) through (13) of the cover page of this Schedule 13D and the corresponding footnotes are hereby incorporated by reference in their entirety in this It

SIGNATURES

SIGNATURES After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Date : January 10, 2024 /s/ Jie Zhao Jie Zhao WiMi Hologram Cloud Inc. By: /s/ Jie Zhao Name: Jie Zhao Title: Director 5 Exhibit 1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including amendments thereto) with respect to the ordinary shares, par value $0.001 per share, of MicroAlgo Inc. This Joint Filing Agreement shall be filed as an Exhibit to such Statement. Date : January 10, 2024 /s/ Jie Zhao Jie Zhao WiMi Hologram Cloud Inc. By: /s/ Jie Zhao Name: Jie Zhao Title: Director Exhibit 2 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “ Agreement ”) is dated as of January 4, 2024, between MicroAlgo Inc., a Cayman Islands company (the “ Company ”), and WiMi Hologram Cloud Inc., a Cayman Islands company and the parent entity of the Company (the “ Purchaser ”). WHEREAS, subject to the terms and conditions set forth in this Agreement and pursuant to an effective registration statement under the Securities Act of 1933, as amended (the “ Securities Act ”), the Company desires to issue and sell to the Purchaser, and the Purchaser desires to purchase from the Company, securities of the Company as more fully described in this Agreement. NOW, THEREFORE, IN CONSIDERATION of the mutual covenants contained in this Agreement, and for other good and valuable consideration the receipt and adequacy of which are hereby acknowledged, the Company and the Purchaser agree as follows: ARTICLE I. DEFINITIONS 1.1 Definitions . In addition to the terms defined elsewhere in this Agreement, for all purposes of this Agre

View Full Filing

View this SC 13D/A filing on SEC EDGAR