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United States
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
Form 8-K
CURRENT REPORT
Pursuant to Section 13 or
15(d) of the
Securities Exchange Act of 1934
September 15, 2026
Date of Report (Date of earliest event
reported)
Cheetah Net Supply Chain Service Inc.
(Exact Name of Registrant as Specified in its Charter)
| Delaware | |
001-41761 | |
81-3509120 |
(State or other jurisdiction of incorporation) | |
(Commission File Number) | |
(I.R.S. Employer Identification No.) |
8707
Research Drive, Irvine, California |
|
92618 |
| (Address of Principal Executive Offices) |
|
(Zip Code) |
(949) 740-7799
Registrant’s telephone number, including
area code
N/A
(Former name or former address, if changed since
last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under
any of the following provisions:
| ¨ |
Written communications pursuant to Rule 425 under the
Securities Act (17 CFR 230.425) |
| ¨ |
Soliciting material pursuant to Rule 14a-12 under
the Exchange Act (17 CFR 240.14a-12) |
| ¨ |
Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ |
Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b)
of the Act:
| Title of each class |
|
Trading Symbol(s) |
|
Name of each exchange on which
registered |
| Class A Common Stock |
|
CTNT |
|
The Nasdaq Stock Market LLC |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405
of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company x
If an emerging growth company, indicate by check
mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting
standards provided pursuant to Section 13(a) of the Exchange Act.
Item 1.01 Entry into a Material Definitive Agreement.
On September 15, 2026, Cheetah Net Supply
Chain Service Inc. (the “Company”) entered into a Membership Interest Purchase Agreement (the “Purchase
Agreement”) with Newland Asset Management LLC, a Delaware limited liability company (“Newland”), Redwing Capital
LLC, a Texas limited liability company (“Redwing,” and together with Newland, the “Sellers”), and JoyPak
Supply LLC, a Nevada limited liability company primarily engaged in the sale of consumer, beauty, personal care and other
everyday-use products (“JoyPak”). Pursuant to the Purchase Agreement, the Company agreed to purchase and acquire from
the Sellers all of the issued and outstanding membership interests of JoyPak (the “Membership Interests”) (the
“Acquisition”).
The aggregate purchase price for the Membership
Interests is $788,000, consisting of an initial payment of $88,000 payable within two business days following the date of the Purchase
Agreement (the “Initial Payment”) and a payment of $700,000 payable within two business days following the closing of the
Acquisition (the “Closing”). The Initial Payment constitutes a partial payment of the purchase price only and does not result
in the transfer of any Membership Interests. All of the Membership Interests will be transferred to the Company at the Closing. The Closing
is to occur no later than four weeks after the date of the Purchase Agreement and is expected to occur on or about October 15, 2026,
subject to the satisfaction or waiver of the applicable closing conditions. Upon consummation of the Closing, JoyPak will become a wholly
owned subsidiary of the Company.
The Purchase Agreement contains customary representations
and warranties, covenants, indemnification provisions and termination rights. The termination rights include, among other things, termination
in the event of certain material breaches, a final, non-appealable governmental order prohibiting the Acquisition, or the failure of the
Closing to occur within four weeks after the date of the Purchase Agreement. The Company also has the right to terminate the Purchase
Agreement in certain circumstances arising from its due diligence review or if it reasonably determines that certain material closing
conditions or deliverables are unlikely to be satisfied. Upon any termination of the Purchase Agreement other than as a result of the
Company’s breach, the Sellers are required to return the Initial Payment to the Company without deduction or setoff.
The foregoing description of the Purchase Agreement
does not purport to be complete and is qualified in its entirety by reference to the full text of the Purchase Agreement, a copy of which
is filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.
Item 7.01 Regulation FD Disclosure.
On September 15, 2026, the Company issued a press
release announcing its entry into the Purchase Agreement. A copy of the press release is furnished as Exhibit 99.1 to this Current Report
on Form 8-K and is incorporated herein by reference.
The information contained in this Item 7.01, including
Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or
otherwise subject to the liabilities of that section, and shall not be deemed incorporated by reference into any filing under the Securities
Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, except as expressly set forth by specific reference in such
filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit
Number |
|
Exhibit |
| 10.1 |
|
Membership
Interest Purchase Agreement, dated as of September 15, 2026, by and among Cheetah Net Supply Chain Service Inc., Newland Asset Management
LLC, Redwing Capital LLC and JoyPak Supply LLC |
| 99.1 |
|
Press Release dated September 15, 2026 |
| 104 |
|
Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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 hereunto duly authorized.
Date: September 15, 2026
| |
Cheetah Net Supply Chain Service Inc. |
| |
|
|
| |
By: |
/s/ Huan Liu |
| |
|
Huan Liu |
| |
|
Chief Executive Officer, Director, and Chairman of the Board of Directors |
Exhibit 99.1
Cheetah
Net Supply Chain Service Inc. Enters into Agreement to Acquire JoyPak Supply LLC
Cheetah
Net Supply Chain Service Inc. (“Cheetah” or the “Company”) (Nasdaq CM: CTNT) today announced that it has entered
into a Membership Interest Purchase Agreement (the “Agreement”) to acquire 100% of the membership interests of JoyPak Supply
LLC (“JoyPak”), a Nevada limited liability company, primarily engaged in the sale of consumer, beauty, personal care and
other everyday-use products, from a Delaware limited liability company and a Texas limited liability company (collectively, the “Sellers”)
(the “Acquisition”).
The
aggregate purchase price for the Acquisition is $788,000, which will be paid in cash. The closing
of the Acquisition is expected to occur within four weeks of the execution of the Agreement, subject to the completion of the Company’s
due diligence review and other closing conditions.
Following
the completion of the Acquisition, JoyPak will become a wholly owned subsidiary of the Company. The Company believes that the Acquisition
will further diversify its product mix, and enable the Company to enter the consumer, beauty, personal care and other everyday-use product
categories. The Acquisition is also expected to support the Company’s broader business diversification efforts and long-term growth
strategy.
About
Cheetah Net Supply Chain Service Inc.
Cheetah
Net Supply Chain Service Inc. is engaged in two principal business areas: logistics and warehousing and international trading. The Company’s
logistics and warehousing business includes logistics coordination, warehousing and general labor support services. Following its acquisition
of Super International Trading Limited in May 2026, the Company also commenced the international trading of large-scale industrial equipment.
Through its ongoing business development and strategic acquisitions, Cheetah continues to seek opportunities to diversify its operations,
expand its product and service offerings and develop additional sources of revenue.
Forward-Looking
Statements
This
press release contains certain forward-looking statements, including statements that are predictive in nature. Forward-looking statements
are based on the Company’s current expectations and assumptions. The Private Securities Litigation Reform Act of 1995 provides
a safe harbor for forward-looking statements. These statements may be identified by the use of forward-looking expressions, including,
but not limited to, “anticipate,” “believe,” “continue,” “estimate,” “expect,”
“future,” “intend,” “may,” “outlook,” “plan,” “potential,” “predict,”
“project,” “should,” “will,” “would,” and similar expressions that predict or indicate
future events or trends or that are not statements of historical matters. The Company undertakes no obligation to publicly update any
forward-looking statements, whether as a result of new information, future events or otherwise. Important factors that could cause actual
results to differ materially from those in the forward-looking statements are set forth in the Company’s filings with the U.S.
Securities and Exchange Commission, including under the caption “Risk Factors.”
For
more information, please contact:
Cheetah
Net Supply Chain Service Inc.
