YSX TECH. CO., LTD Enters into a Memorandum of Understanding with Chinese Leading Car Distributor to Build “Technology + Physical” Automotive Service Platform

Rhea-AI Summary

Autozi Internet Technology (Nasdaq: AZI) entered into a Waiver and Release Agreement with JAK Opportunities XII LLC on September 19, 2025, terminating prior registration rights and cancelling six incremental warrants that enabled up to $24,000,000 of additional convertible notes.

In exchange, Autozi issued a new senior unsecured convertible note with an original principal amount of $1,534,250, bearing no interest and maturing in one year. The New Note was sold in a private placement relying on Section 4(a)(2) and Rule 506 exemptions; the Class A shares issuable on conversion are not registered for resale in the U.S.

Positive

• Cancelled six incremental warrants representing up to $24,000,000 aggregate purchase rights
• Issued a single new convertible note of $1,534,250 to simplify financing structure
• Terminated registration rights by Waiver and Release Agreement dated Sept 19, 2025

Negative

• Class A shares issuable on conversion are unregistered and restricted from U.S. resale
• New Note matures in one year, creating near-term refinancing requirement
• Company relied on private-placement exemptions (Section 4(a)(2) and Rule 506) limiting public liquidity

Key Figures

Incremental warrants capacity: $24,000,000 New convertible note: $1,534,250 New note maturity: 1 year +4 more

7 metrics

Incremental warrants capacity $24,000,000 Original aggregate principal amount of additional convertible notes under Incremental Warrants

New convertible note $1,534,250 Original principal amount of New Note issued to Investor

New note maturity 1 year Maturity of New Note, which bears no interest

Incremental warrants cancelled 6 warrants All six Incremental Warrants cancelled under Waiver and Release Agreement

Form F-1 filing date April 30, 2025 Initial Registration Statement filed with SEC for resale registration

Waiver Agreement date September 19, 2025 Date Company and Investor entered into Waiver and Release Agreement

Amended SPA date February 19, 2025 Date of Amended and Restated Securities Purchase Agreement

Market Reality Check

Price: $1.18 Vol: Volume 725,002 is at 1.17...

normal vol

$1.18 Last Close

Volume Volume 725,002 is at 1.17x the 20-day average of 618,782, indicating elevated trading interest pre-news. normal

Technical Shares at $1.92 are trading below the $3.51 200-day moving average and 80.72% below the 52-week high.

Peers on Argus

Peers in Specialty Business Services showed mixed moves, with names like WFCF up...

Peers in Specialty Business Services showed mixed moves, with names like WFCF up 2.18% and TISI up 5.59%, while PMEC fell 6.24%. This dispersion suggests YSXT’s reaction was more company-specific than sector-driven.

Historical Context

2 past events · Latest: Sep 16 (Positive)

Pattern 2 events

Date	Event	Sentiment	Move	Catalyst
Sep 16	Strategic partnership	Positive	+1.1%	MOU with XUnit to build compliance-driven RWA tokenization platform.
Jul 31	Earnings report	Neutral	-0.3%	Fiscal 2025 results with revenue growth but lower net income and margin.

Pattern Detected

Limited history shows two prior news events with modest, directionally aligned price reactions, suggesting the stock has so far reacted in line with the apparent tone of announcements.

Recent Company History

Over recent months, YSXT has combined strategic initiatives with financial reporting milestones. On July 31, 2025, fiscal 2025 results showed revenue growth but lower net income after its December 2024 IPO. On September 16, 2025, an MOU with XUnit advanced a real‑world asset tokenization platform. Today’s restructuring of prior financing arrangements and warrants fits into this pattern of adjusting capital structure while pursuing new platform-based partnerships.

Market Pulse Summary

This announcement restructures YSXT’s prior financing by cancelling six Incremental Warrants linked ...

Analysis

This announcement restructures YSXT’s prior financing by cancelling six Incremental Warrants linked to up to $24,000,000 in potential additional notes and issuing a new $1,534,250 senior unsecured convertible note maturing in one year. It also terminates the Registration Rights Agreement tied to an earlier Form F-1. Investors may track how this simpler, privately placed note interacts with the company’s growth initiatives and recent financial performance.

Key Terms

senior unsecured convertible note, incremental warrants, registration rights agreement, Form F-1, +4 more

8 terms

senior unsecured convertible note financial

"the Company issued to the Investor a senior unsecured convertible note (the "Existing Note")"

A senior unsecured convertible note is a loan a company issues that ranks high in repayment order but has no specific assets pledged as collateral and can be changed into company shares under set terms. For investors it matters because it combines regular interest and relative safety in a default with the upside of becoming stock — like holding a high-priority IOU that can be flipped into ownership, affecting both credit risk and potential dilution.

incremental warrants financial

"The Incremental Warrants provided the Investor the right to purchase additional senior unsecured convertible notes"

Incremental warrants are extra options issued alongside a financing or deal that give the holder the right to buy a set number of shares at a fixed price for a limited time. They matter to investors because they can provide potential upside for the warrant holder while increasing the total number of shares if exercised—like receiving a coupon to buy stock later—so they can dilute existing shareholders and affect per‑share value and future returns.

registration rights agreement regulatory

"an Amended and Restated Registration Rights Agreement (the "RRA") with JAK Opportunities XII LLC"

A registration rights agreement is a contract that gives investors the option to have their ownership stakes officially registered with the government, making it easier to sell their shares later. This agreement matters because it provides investors with a clearer path to cash out their investments if they choose, offering more liquidity and confidence in their ability to sell their holdings when desired.

Form F-1 regulatory

"the Company filed a registration statement on Form F-1 (the "Initial Registration Statement") with the SEC"

A Form F-1 is the document a non-U.S. company files with U.S. regulators when it wants to sell stock or other securities to U.S. investors. It lays out the company’s business, finances, risks and how the offering will work, acting like a product manual and ingredient list so investors can judge what they’re buying. For investors, it’s a key source of verified information used to compare opportunities and assess potential reward and risk.

private placement financial

"The New Note was issued and sold in a private placement exempt from registration under the Securities Act"

A private placement is a way for companies to raise money by selling securities directly to a small group of investors instead of through a public offering. This process is often quicker and less regulated, making it similar to offering a special, exclusive investment opportunity to select individuals or institutions. For investors, it can provide access to unique investment options that are not available on public markets.

Regulation D regulatory

"Rule 506 of Regulation D promulgated thereunder for transactions not involving a public offering"

Regulation D is a set of rules that govern how companies can raise money from investors without going through the full process required for public stock offerings. It provides simplified options for private placements, making it easier for companies to seek investments from a smaller group of investors. For investors, it offers opportunities to invest in private companies, often with fewer restrictions, but also with different levels of risk and disclosure.

accredited investor financial

"based on the representations and warranties of the Investor, including its status as an "accredited investor.""

An accredited investor is an individual or entity that meets certain financial criteria, such as having a high income or significant net worth, allowing them to invest in private or less regulated investment opportunities. This status matters because it grants access to investments that are often riskier or less available to the general public, reflecting a higher level of financial knowledge or resources.

Form 6-K regulatory

"filed as Exhibit 10.1 and Exhibit 4.1, respectively, to the Company's Form 6-K filed with the SEC"

A Form 6-K is a report that companies listed in certain countries file to provide important updates, such as financial results, corporate changes, or other significant information, to regulators and investors. It functions like an official company update or news release, helping investors stay informed about developments that could affect their investment decisions.

AI-generated analysis. Not financial advice.

GUANGZHOU, China, Dec. 09, 2025 (GLOBE NEWSWIRE) -- YSX TECH. CO., LTD (NASDAQ: “YSXT”) (the “Company”), a Cayman Islands exempted company that, through its variable interest entities in China, provides comprehensive business solutions mainly for insurance companies and brokerages in China, today announced that the Company and Guangdong Qingfeng Automobile Group Co., Ltd. (“Qingfeng”) , a scalable and vertically integrated automotive distributor, have entered into a non-binding strategic Memorandum of Understanding (the “MOU”) to establish a long-term collaboration that integrates YSXT’s digital platform and SaaS capabilities with Qingfeng’s extensive offline automotive sales and service network.

Founded in 1993, Qingfeng ranks among China’s notable mid‑to‑large automotive distribution companies. It is a diversified automotive distribution and services company and among Guangdong province’s top ten dealers. Qingfeng’s core businesses include new‑car retail, auto‑parts wholesale and retail, after‑sales service, and vehicle import and export. It operates a multi‑brand dealer network across several provinces in China and runs an integrated parts and logistics platform. Through targeted M&A and strategic investments Qingfeng has expanded its geographic reach and strengthened supply‑chain synergies, with 2023 revenue reported at RMB6 billion ($850 million).

The MOU sets a framework for jointly building a “Technology + Physical” converged platform to accelerate digital transformation, improve operational efficiency, and develop new market and business models that create a second growth curve for both companies.

Under the MOU, the Company and Qingfeng will collaborate on the following fronts:

• Apply digital tools
  

The Company plans to explore digital tools to enhance operational efficiency across Qingfeng’s sales and service network. By gradually integrating selected systems, the initiative aims to improve coordination, streamline certain processes, and support overall productivity improvements over time.

• Build a regional service ecosystem
  

YSXT and Qingfeng will integrate, certify and manage local repair shops, parts suppliers and service providers on a searchable, auditable platform, creating a quality-controlled network that improves customer experience, increases order flow to partners and supports scalable expansion.

• Brand upgrade and industry benchmark
  

The collaboration will position a “technology‑enabled physical service” model as a market benchmark by delivering measurable efficiency and standardized service, strengthening regional brand recognition and commercial leverage.

• Joint innovation and IP monetization
  

YSXT and Qingfeng will co-develop SaaS products, service standards and operating models, capturing replicable know‑how and intellectual property that can be deployed internally or commercialized externally.

Mr. Jie Xiao, CEO of the Company, commented that the collaboration is a strategic opportunity to translate the YXST’s technology and product strengths into measurable on‑the‑ground value for dealerships, service centers and vehicle owners. “Partnering with Qingfeng, a leading auto distributor in China and Guangdong province’s dealership and circulation listings, aligns our platform expertise with a leading regional operator’s physical capabilities,” he said “We expect this collaboration to deliver tangible efficiency improvements for offline operations, to enable the co-creation of standardized service offerings and SaaS solutions, and to establish an accredited service network that benefits customers and service partners. By combining YSXT’s product and platform capabilities with Qingfeng’s operational experience and market presence, we aim to accelerate regional adoption of digital best practices and create scalable commercial opportunities for both parties.”

The companies will provide further updates to the market as they finalize project scopes, execute follow‑on agreements, and commence joint implementation activities in due course.

About Guangdong Qingfeng Automobile Group Co., Ltd.

Founded in 1993, Guangdong Qingfeng Automobile Group Co., Ltd. is a diversified automotive distribution and services group. Core operations include new vehicle retail, auto parts wholesale and retail, aftersales services, and automotive import‑export. Qingfeng operates a multi‑brand dealer network across several provinces, holds stakes in multiple affiliates, and maintains an integrated parts and logistics platform. Through disciplined M&A and strategic investments, Qingfeng has expanded its geographic reach and supply‑chain synergies, delivering steady multi‑billion RMB revenues.

For more info. please visit: https://www.qfcars.com/.

About YSX TECH. CO., LTD 

YSX TECH. CO., LTD is a Cayman Islands exempted company that, through its variable interest entities in China, provides comprehensive business solutions mainly for insurance companies and brokerages in China. The Company possesses in-depth knowledge of the Chinese insurance industry accumulated from years of servicing customers, and specializes in auto insurance aftermarket value-added services, software development and information technology services, as well as other scenario-based customized services, such as products and customer development services. For more information please visit: https://ir.ysxtechcay.com and https://www.ysxnet.com.

Forward-Looking Statement

This press release contains forward-looking statements. Forward-looking statements include statements concerning plans, objectives, goals, strategies, future events or performance, and underlying assumptions and other statements that are other than statements of historical facts. When the Company uses words such as “may,” “will,” “intend,” “should,” “believe,” “expect,” “anticipate,” “project,” “estimate,” or similar expressions that do not relate solely to historical matters, it is making forward-looking statements. Forward-looking statements are not guarantees of future performance and involve risks and uncertainties that may cause the actual results to differ materially from the Company’s expectations discussed in the forward-looking statements. These statements are subject to uncertainties and risks including, but not limited to, the uncertainties related to market conditions and other factors discussed in the Company’s filings with the United States Securities and Exchange Commission, which are available for review at www.sec.gov. For these reasons, among others, investors are cautioned not to place undue reliance upon any forward-looking statements in this press release. The Company undertakes no obligation to publicly revise these forward-looking statements to reflect events or circumstances that arise after the date hereof.

For more information, please contact:

YSX Tech. Co., Ltd
marketing@ysxnet.com
+86 (20) 2984 2002

Investor Relations
WFS Investor Relations Inc.
Janice Wang
Email: services@wealthfsllc.com
Phone: +1 628 283 9214

FAQ

What did Autozi (NASDAQ: AZI) agree with JAK Opportunities on September 19, 2025?

Autozi executed a Waiver and Release Agreement that terminated registration rights and cancelled six incremental warrants in exchange for a new convertible note.

How much principal is the new convertible note issued to JAK Opportunities under the Sept 19, 2025 agreement?

The new senior unsecured convertible note has an original principal amount of $1,534,250.

What happened to the incremental warrants that entitled JAK to buy up to $24,000,000 of notes?

All six outstanding incremental warrants, representing up to $24,000,000 in additional convertible notes, were cancelled and are of no further force or effect.

Are the Class A ordinary shares issuable on conversion of the New Note registered for resale in the U.S.?

No. The Class A ordinary shares issuable on conversion have not been registered and may not be offered or sold in the United States absent registration or an applicable exemption.

What exemptions did Autozi rely on for the private placement of the New Note?

The company relied on the exemption from registration provided by Section 4(a)(2) of the Securities Act and Rule 506 of Regulation D.