Institutional investor to buy 12M Antelope Enterprise (AEHL) shares

Rhea-AI Filing Summary

Antelope Enterprise Holdings Ltd. entered into a Securities Purchase Agreement with an institutional investor for the purchase of 12,000,000 Class A ordinary shares at $0.207 per share. The closing is expected in the second quarter of 2026, subject to customary closing conditions and any necessary regulatory approvals, including potential approvals by Nasdaq.

Insights

Capital markets analyst

Antelope Enterprise plans a primary share sale to an institutional investor at a fixed price, pending approvals.

Antelope Enterprise Holdings Ltd. agreed to sell 12,000,000 Class A ordinary shares at $0.207 per share to an institutional investor. This represents a direct equity issuance under a Securities Purchase Agreement, providing new primary capital to the company once closed.

The transaction is expected to close in the second quarter of 2026, but it is conditioned on customary closing requirements and any necessary regulatory approvals, including potential approvals by Nasdaq. These conditions introduce execution risk, as indicated by the forward-looking statements language.

Since the agreement specifies a fixed per-share price, the economic terms are set, while completion depends on satisfying the stated conditions. Future disclosures around closing status or any changes to regulatory approvals will determine the actual timing and impact of this equity issuance.

Key Figures

Shares to be issued: 12,000,000 shares Share price: $0.207 per share Expected closing period: Q2 2026

3 metrics

Shares to be issued 12,000,000 shares Class A ordinary shares under Securities Purchase Agreement

Share price $0.207 per share Agreed purchase price for new Class A ordinary shares

Expected closing period Q2 2026 Anticipated closing timeframe subject to conditions

Key Terms

Securities Purchase Agreement, forward-looking statements, regulatory approvals, Nasdaq

4 terms

Securities Purchase Agreement financial

"entered into a Securities Purchase Agreement (the “Agreement”) with an institutional investor"

A securities purchase agreement is a written contract between a buyer and a seller outlining the terms for buying or selling financial assets such as stocks or bonds. It specifies details like the price, quantity, and conditions of the transaction, similar to a shopping list with agreed-upon terms. For investors, it provides clarity and legal protection when transferring ownership of these financial instruments.

forward-looking statements regulatory

"This Report on Form 6-K contains forward-looking statements."

Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.

regulatory approvals regulatory

"including risks relating to the satisfaction of closing conditions, the receipt of regulatory approvals"

Regulatory approvals are official permissions from government agencies that a company needs before launching a new product, service, or business activity. They matter because without this approval, the company might not be allowed to operate legally or sell its products, similar to how a driver needs a license to legally drive a car.

Nasdaq regulatory

"including approvals by Nasdaq"

The Nasdaq is a stock exchange where many companies' shares are bought and sold, functioning much like a marketplace for investments. It matters to investors because it provides a platform to buy and sell ownership stakes in companies, helping them track the value of those companies and make informed decisions. As one of the largest and most technology-focused markets, it also reflects trends and developments in the business world.

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Form 6-K: How Foreign Companies Report to the SEC →

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 OF THE
SECURITIES EXCHANGE ACT OF 1934

For the month of April 2026

ANTELOPE ENTERPRISE HOLDINGS LTD.

(Translation of registrant’s name into English)

Room 1802, Block D, Zhonghai International Center,

Hi- Tech Zone, Chengdu, Sichuan Province, PRC

(Address of Principal Executive Office)

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 ☒ Form 40-F ☐

On April 15, 2026, Antelope Enterprise Holdings Limited (the “Company” or the “Registrant”) entered into a Securities Purchase Agreement (the “Agreement”) with an institutional investor for the purchase of 12,000,000 class A ordinary shares, no par value per share of the Company, at the price of $0.207 per share, by the investor. The closing of the transaction is expected to take place in the second quarter of 2026, subject to the satisfaction of the customary closing conditions, including necessary regulatory approvals, if applicable.

The foregoing description of the Agreement does not purport to be complete and is qualified in its entirety by reference to the Agreement, which is filed as Exhibit 10.1 hereto and incorporated herein by reference.

This Report on Form 6-K and the information contained herein shall be deemed to be furnished and not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and shall not be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Forward-Looking Statements.

This Report on Form 6-K contains forward-looking statements. These statements involve risks and uncertainties that could cause actual results to differ materially, including risks relating to the satisfaction of closing conditions, the receipt of regulatory approvals (including approvals by Nasdaq), and the timing and completion of the transaction.

Exhibit Index

Exhibit
10.1		Securities Purchase Agreement dated April 15, 2026

SIGNATURES

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.

Date: April 21, 2026	ANTELOPE ENTERPRISE HOLDINGS LTD.
	By:	/s/ Tingting Zhang
		Tingting Zhang
		Chief Executive Officer

FAQ

What transaction did Antelope Enterprise (AEHL) announce in this Form 6-K?

Antelope Enterprise entered a Securities Purchase Agreement with an institutional investor to sell 12,000,000 Class A ordinary shares at $0.207 per share. The deal is a primary equity issuance that will provide new capital once it closes, subject to stated conditions.

How many Antelope Enterprise (AEHL) shares are being sold and at what price?

The company agreed to sell 12,000,000 Class A ordinary shares at a fixed price of $0.207 per share. This locked-in price defines the economic terms for the investor, while the transaction still must satisfy customary closing conditions and relevant regulatory approvals.

When is the Antelope Enterprise (AEHL) share sale expected to close?

The share sale is expected to close in the second quarter of 2026. Completion depends on meeting customary closing conditions and obtaining any necessary regulatory approvals, including those from Nasdaq if applicable, as highlighted in the forward-looking statements language.

What conditions could affect completion of Antelope Enterprise’s (AEHL) share sale?

Completion depends on satisfying customary closing conditions and obtaining required regulatory approvals, including possible approvals from Nasdaq. The company notes these factors as risks that could cause actual outcomes to differ from expectations in its forward-looking statements disclaimer in the Form 6-K.

Who is buying the new Antelope Enterprise (AEHL) shares under the agreement?

The buyer is described as an institutional investor in the Securities Purchase Agreement. The filing does not name the investor but confirms this counterparty will purchase 12,000,000 Class A ordinary shares at $0.207 per share if closing conditions are successfully met.

Filing Exhibits & Attachments

1 document

Agreements & Contracts

• EX-10.1 EX-10.1 239.0 KB