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 October 2025
Commission File Number:
001-40405
JIUZI HOLDINGS, INC.
(Exact name of registrant
as specified in its charter)
No.168 Qianjiang Nongchang
Gengwen Road, 15th Floor
Economic and Technological
Development Zone
Xiaoshan District,
Hangzhou City
Zhejiang Province 310000
People’s Republic
of China
(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
☐
Private Placement
On October 7, 2025, Jiuzi Holdings Inc. (the “Company”)
entered into a securities purchase agreement (the “Purchase Agreement”) with certain Non-U.S. investors (collectively, the
“Purchasers”) pursuant to which the Company agreed to sell to the Purchasers an aggregate of 30,000,000
ordinary shares, par value $0.00195 per share (the “Ordinary Shares”), of the Company at a price of $0.4 per share and warrants
to purchase an aggregate of 90,000,000 Ordinary Shares, for the aggregate purchase price of $12,000,000.
The Company and the Purchasers each made customary representations,
warranties, and covenants in the Purchase Agreement. The transaction contemplated in the Purchase Agreement is expected to close in the
fourth quarter of 2025.
A copy of the Form of the Purchase Agreement is attached hereto as
Exhibit 99.1 and is incorporated herein by reference. The foregoing summary of the terms of the Purchase Agreement is subject to, and
qualified in its entirety by, such document.
Financial Statements and Exhibits.
Exhibits.
| Exhibit No. |
|
Description |
| 99.1 |
|
Form of Securities Purchase Agreement |
SIGNATURES
Pursuant to the requirements
of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
| |
Jiuzi Holdings Inc. |
| |
|
|
| Date: October 7, 2025 |
By: |
/s/ Tao Li |
| |
|
Tao Li |
| |
|
Chief Executive Officer |
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