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
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For
the month of September 2025
Commission
File Number: 001-41712
Chijet
Motor Company, Inc.
(Exact
name of registrant as specified in its charter)
No.
8, Beijing South Road
Economic
& Technological Development Zone, Yantai
Shandong,
CN-37 264006
People’s
Republic of China
(Address
of principal executive offices)
Indicate
by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
CHIJET
MOTOR COMPANY, INC. CLOSED $8.0 MILLION PUBLIC OFFERING
As
previously disclosed, on September 2, 2025, Chijet Motor Company, Inc. (the “Company”) entered into a placement agency agreement
(“Placement Agency Agreement”) with Maxim Group LLC (the “Placement Agent”) as the sole placement agent (the
“Placement Agent”) and certain securities purchase agreements (the “Securities Purchase Agreements”) with certain
investor named therein in connection with the offer and sale of (i) 13,560,000 Class A ordinary shares, par value US$0.003 per share
(the “Class A Ordinary Shares”); and (ii) ordinary warrants (each an “Ordinary Warrant” and collectively, the
“Ordinary Warrants”) to purchase up to 13,560,000 Class A Ordinary Shares (together, the “Offering”) at an initial
exercise price of $0.59 per share, at a combined public offering price of US$0.59 per share and accompanying Ordinary Warrant. Pursuant
to the Placement Agency Agreement, the Company also agreed to issue to the Placement Agent certain warrants to purchase up to 678,000
Class A Ordinary Shares as a portion of the compensation payable to the Placement Agent in connection with this Offering (the “Placement
Agent Warrants”). The Placement Agent Warrants are in substantially similar form to the Ordinary Warrants. Gross proceeds, before
deducting placement agent fees and other Offering expenses, are expected to be approximately $8.0 million.
Concurrently
with the execution of the Securities Purchase Agreements, the officers and directors of the Company and shareholders of the Company holding
5% or more of the Company’s Class A Ordinary Shares entered into lock-up agreements (the “Lock-Up Agreement”) pursuant
to which they have agreed, among other things, not to sell or dispose of any Class A Ordinary Shares which are or will be beneficially
owned by them for forty five (45) days following the closing of the Offering.
The
Company agreed to pay the Placement Agent an aggregate cash fee equal to 7.0% of the gross proceeds raised in the Offering, in addition
to the issuance of the Placement Agent Warrants. The Company also agreed to reimburse the Placement Agent reasonable out-of-pocket actual
expenses of up to $50,000.
Upon
satisfaction of customary closing conditions, the Offering was consummated on September 4, 2025.
Copies
of the form of the Securities Purchase Agreement, the form of the Ordinary Warrants, the form of the Lock-Up Agreement and the form of
the Placement Agency Agreement are furnished hereto as Exhibits 99.1, 99.2, 99.3 and 99.4, respectively, and are incorporated herein
by reference. The foregoing summaries of the terms of the Securities Purchase Agreement, the Ordinary Warrants, the Lock-Up Agreement
and the Placement Agency Agreement are subject to, and qualified in their entirety by, such documents.
The
Class A Ordinary Shares and Warrants are offered pursuant to the Company’s effective registration statement on Form F-3 (Registration
Statement No. 333-281314) previously filed with the United States Securities and Exchange Commission (the “SEC”), which was
declared effective by the SEC on August 16, 2024. A prospectus supplement relating to the securities was filed by the Company with the
SEC on September 3, 2025.
A
copy of the legal opinion issued by the Company’s Cayman Islands counsel Harney Westwood & Riegels is attached hereto as Exhibit
5.1.
Exhibits
Index
| Exhibit
No. |
|
Description |
| 5.1 |
|
Opinion of Harney Westwood & Riegels |
| 99.1 |
|
Form of Securities Purchase Agreement |
| 99.2 |
|
Form of Ordinary Warrants |
| 99.3 |
|
Form of Lock-up Agreements |
| 99.4 |
|
Form of Placement Agency Agreement |
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:
September 5, 2025
| |
Chijet
Motor Company, Inc. |
| |
|
|
| |
By: |
/s/
Dongchun Fan |
| |
Name: |
Dongchun
Fan |
| |
Title: |
Chief
Financial Officer |
