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Elong Power Holding Limited is registering a primary best-efforts offering of up to 40,000,000 Units, each consisting of one Class A ordinary share and one Common Warrant, and up to 40,000,000 Pre-Funded Units, each with a Pre-Funded Warrant and a Common Warrant, plus the Class A Ordinary Shares underlying those warrants. The assumed offering price is US$0.25 per Unit, matching the July 20, 2026 Nasdaq closing price, with Pre-Funded Units priced at US$0.25 minus US$0.001. Common Warrants have a three-year term and US$0.25 exercise price, and both Pre-Funded and Common Warrants include 4.99%/9.99% beneficial ownership caps.
Elong is a Cayman Islands holding company whose operations are conducted through a wholly owned PRC subsidiary focused on AI-driven battery energy storage systems for residential, commercial and grid-side markets. Investors purchase equity in the Cayman holding company, not the PRC operating entity, and face PRC legal, regulatory, foreign-exchange and dividend-distribution risks; the company does not expect to pay cash dividends in the foreseeable future and relies on PRC subsidiary cash flows subject to statutory reserve and withholding tax rules.
The company highlights evolving PRC overseas listing, data, and anti-monopoly regimes, the need to file with the CSRC after completion of this offering, and HFCAA-related audit risks. Its auditor, Enrome LLP in Singapore, is PCAOB-registered and inspected, but any future limitation on PCAOB access could ultimately lead to trading prohibitions or delisting in the U.S.
Elong Power Holding Limited furnished an amended report as a foreign private issuer to correct the adjusted exercise price of each common warrant issued in its May 2026 offering to US$0.23. This amount represents the lowest VWAP during the New Issuance Adjustment Period, rounded to the nearest cent, while all other disclosures remain unchanged.
Elong Power Holding Limited describes how anti-dilution terms on its May 2026 warrants were triggered by a later equity sale. In May, the company sold 1,631,250 units at US$1.30 per unit and 2,984,250 pre-funded units at US$1.299, each unit including one warrant (May Common Warrant).
There are 4,115,500 May Common Warrants outstanding. These initially had a US$1.30 per share exercise price and include price-reset and anti-dilution features tied to Subsequent Equity Sales. A July 13, 2026 unit and pre-funded unit offering at about US$0.40 per unit constituted such a sale, reducing the May warrant exercise price to US$0.2333 per share, equal to the lowest VWAP in the defined adjustment period.
Elong Power Holding Limited has three related investors – Mitchell P. Kopin, Daniel B. Asher and Intracoastal Capital LLC – jointly reporting beneficial ownership of 1,225,000 Class A ordinary shares, representing 7.4% of the class as of the close of business on July 16, 2026. All of these shares are held by Intracoastal, with the Reporting Persons sharing voting and dispositive power and having no sole voting or dispositive power.
The stake arises from a Securities Purchase Agreement under which Intracoastal received ordinary shares and warrants. Intracoastal holds a warrant for 2,025,000 additional shares subject to a 9.99% blocker provision and another warrant for 2,750,000 shares subject to a 4.99% blocker provision, so these issuable shares are excluded from the reported beneficial ownership. Without the applicable blocker provision, the Reporting Persons may have been deemed to beneficially own 3,975,000 Ordinary Shares as of July 16, 2026.
S.H.N. Financial Investments Ltd., an Israel-based investor, reports beneficial ownership of 1,609,686 Elong Power Holding Ltd. securities, equal to 9.99% of the company’s Class A Ordinary Shares outstanding, based on 14,503,289 shares outstanding as of disclosures dated July 13, 2026.
This position consists of 1,450,000 Class A Ordinary Shares and 159,686 pre-funded warrants, all subject to a 9.99% beneficial ownership limitation. Additional holdings—1,140,314 pre-funded warrants, 769,250 warrants acquired on May 18, 2026, and 2,750,000 warrants acquired in July 2026—are excluded from reported ownership because of the same limitation. S.H.N. has sole voting and dispositive power over the reported securities. Chief Executive Officer Nir Shamir may be deemed to beneficially own these securities but disclaims beneficial ownership for all other purposes.
L1 Capital Global Opportunities Master Fund, Ltd. reports beneficial ownership of 1,609,686 Elong Power Holding Ltd. Class A Ordinary Share securities, representing 9.99% of the class. This position consists of 1,450,000 shares and 159,686 pre-funded warrants, all subject to a 9.99% beneficial ownership limitation, with sole voting and dispositive power over the entire amount.
The fund previously sold 280,250 Class A Ordinary Shares and 489,000 pre-funded warrants acquired on May 15, 2026. Additional holdings of 1,140,314 pre-funded warrants and warrants for 769,250 and 2,750,000 shares are not included in the reported beneficial ownership as they are subject to the same 9.99% beneficial ownership limitation. The percentage is calculated against 14,503,289 Class A Ordinary Shares outstanding, assuming no exercise of warrants.
Orca Capital, a German entity, reports beneficial ownership of 1,450,000 Class A Ordinary Shares of Elong Power Holding Limited, representing 9.9% of the class. Orca Capital holds sole voting and sole dispositive power over all of these shares, with no shared power.
The 9.9% ownership percentage is calculated based on 14,503,289 ordinary shares outstanding immediately after completion of the issuer's registered offering. This calculation excludes 1,300,000 shares issuable upon exercise of pre-funded warrants and 2,750,000 shares issuable upon exercise of common warrants, which are subject to a 4.99% Blocker that prevents warrant exercises taking Orca Capital above 4.99% of outstanding common stock.
Elong Power Holding Limited completed a registered primary offering of 16,500,000 Units, raising gross proceeds of approximately US$6.6 million at US$0.40 per Unit. Each Unit consists of one Class A ordinary share or a pre-funded warrant in lieu thereof, plus one common warrant to purchase one Class A ordinary share.
Pre-funded warrants are exercisable immediately at US$0.001 per share, and common warrants are exercisable immediately at US$0.40 per share and expire three years after issuance. The common warrants include anti-dilution and down-round adjustment mechanisms, subject to a floor exercise price of US$0.1132. Maxim Group LLC acted as sole placement agent, earning a 7.0% fee on gross proceeds plus up to US$100,000 in reimbursed expenses. Directors and executive officers agreed to 90-day lock-up restrictions. The company plans to use net proceeds for working capital, general corporate purposes, product iteration and development, and production capacity expansion.
Elong Power Holding Limited is conducting a best-efforts primary offering of up to 7,975,000 Units, each at US$0.40 and consisting of one Class A Ordinary Share and one Common Warrant, and up to 8,525,000 Pre-Funded Units, each at US$0.399 and consisting of one Pre-Funded Warrant and one Common Warrant. The filing also registers up to 8,525,000 shares underlying the Pre-Funded Warrants and up to 16,500,000 shares underlying the Common Warrants. Assuming all securities are sold and all Pre-Funded Warrants are exercised, gross proceeds are US$6.6 million, with estimated net proceeds before expenses of US$6.138 million. Units and Pre-Funded Units are not certificated; their components are immediately separable. Elong is a Cayman Islands holding company that operates in China through its PRC subsidiary, and highlights extensive legal, regulatory, cash-transfer, and delisting risks associated with PRC oversight and the Holding Foreign Companies Accountable Act.