Lotus Technology (NASDAQ: LOT) to repurchase 32.5M ADS from Meritz in US$387M deal

Rhea-AI Filing Summary

Lotus Technology Inc. has agreed to repurchase 32,500,000 American depositary shares from Meritz Securities Co., Ltd. for a total price of US$387,366,127. These ADSs represent part of the 50,000,000 ordinary shares previously issued to Meritz for an aggregate subscription price of US$500,000,000 in connection with the company’s business combination with L Catterton Asia Acquisition Corp on February 22, 2024.

The company plans to fund the buyback using proceeds from the sale of U.S. treasury bonds that had been charged in favor of and rehypothecated by Meritz, plus additional cash for any remaining amount. Closing is expected on or about September 5, 2025, after which the original subscription agreement with Meritz and the company’s obligations under it will terminate. The board also appointed independent director Ada Yunfeng Yan to the compensation committee, which will now comprise three members with Mr. Donghui Li as chairperson.

Insights

Equity capital structure analyst

Large ADS buyback unwinds part of a prior subscription deal and retires obligations to Meritz.

Lotus Technology Inc. is repurchasing 32,500,000 ADSs from Meritz Securities for an aggregate US$387,366,127. These securities stem from a prior issuance of 50,000,000 ordinary shares to Meritz for US$500,000,000 tied to the February 22, 2024 business combination with L Catterton Asia Acquisition Corp. This transaction effectively reverses a substantial portion of that earlier capital raise for this holder.

The company plans to fund the repurchase using proceeds from the sale of U.S. treasury bonds previously charged in favor of and rehypothecated by Meritz, plus additional cash for any shortfall. This points to a meaningful cash outlay combined with a shift away from the earlier collateralized structure involving U.S. treasuries, with cash-flow effects depending on the size of the remaining cash contribution.

Closing is expected on or about September 5, 2025, at which time the subscription agreement with Meritz will terminate and cease to have effect. That termination simplifies contractual relationships with this investor. Separately, the appointment of Ada Yunfeng Yan to the compensation committee modestly adjusts governance, with the committee now consisting of three members led by Donghui Li.

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 August 2025

Commission File Number: 001-41970

Lotus Technology Inc.

(Translation of registrant’s name into English)

No. 800 Century Avenue

Pudong District, Shanghai, 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 x      Form 40-F o

INFORMATION CONTAINED IN THIS REPORT ON FORM 6-K

Share Buyback Agreement

On August 27, 2025, Lotus Technology Inc. (the “Company”) entered into an share buyback agreement (the “Share Buyback Agreement”) with Meritz Securities Co., Ltd. (“Meritz”) pursuant to which Meritz agrees to sell, and the Company agrees to repurchase, 32,500,000 American depository shares of the Company(the “ADSs”) for an aggregate purchase price equal to US$387,366,127. Ordinary Shares underlying the repurchased ADSs constitute a part of the 50,000,000 Ordinary Shares issued by the Company to Meritz for an aggregate subscription price of US$500,000,000 concurrently with the closing of the business combination between the Company and L Catterton Asia Acquisition Corp on February 22, 2024, pursuant to the share subscription agreement between the Company and Meritz, dated November 15, 2023 (as subsequently amended and supplemented, the “Subscription Agreement”). The Company intends to settle the repurchase price from proceeds receivable from the sale of U.S. treasury bonds that were previously charged in favor of and rehypothecated by Mertiz plus additional cash for any shortfall. Closing of the repurchase is expected to take place on or about September 5, 2025. Upon closing, the Subscription Agreement, including all obligations of the Company thereunder, will terminate and be of no further force or effect.

A copy of the Share Buyback Agreement is included in this current report on Form 6-K as Exhibit 10.1, and the foregoing description of the Share Buyback Agreement is qualified in its entirety by reference thereto.

Change in Board Composition

The board of directors of the Company has appointed Ms. Ada Yunfeng Yan, an independent director of the Company, as a member of the compensation committee of the Company effective from August 27, 2025. Upon such appointment, the compensation committee consists of Mr. Donghui Li, Ms. Ada Yunfeng Yan and Ms. Catherine Hongjun Cai with Mr. Donghui Li as the chairperson.

Incorporation by Reference

This current report on Form 6-K, including the exhibit hereto, is incorporated by reference into the pre-effective amendment No. 1 to the registration statement on Form F-3 (File No. 333-285533), post-effective amendment No. 3 to the registration statement on Form F-1 on Form F-3 (File No. 333-279108) and the post-effective amendment No. 2 to the registration statement on Form F-1 on Form F-3 (File No. 333-282217) and shall be a part of such registration statements from the date on which this current report is furnished, to the extent not superseded by documents or reports subsequently filed or furnished.

EXHIBIT INDEX

Exhibit No.		Description
10.1		Share Buyback 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.

	Lotus Technology Inc.
	By	:	/s/ Daxue Wang
	Name	:	Daxue Wang
	Title	:	Chief Financial Officer

Date: August 29, 2025

FAQ

What share repurchase did Lotus Technology Inc. (LOT) announce in this 6-K?

Lotus Technology Inc. agreed to repurchase 32,500,000 American depositary shares (ADSs) from Meritz Securities Co., Ltd. for an aggregate purchase price of US$387,366,127 under a share buyback agreement dated August 27, 2025.

How is Lotus Technology Inc. (LOT) funding the ADS buyback from Meritz?

The company intends to fund the repurchase price using proceeds from the sale of U.S. treasury bonds that had been charged in favor of and rehypothecated by Meritz, plus additional cash to cover any shortfall.

What is the connection between this buyback and Lotus Technology Inc.’s prior US$500 million share subscription?

The ordinary shares underlying the repurchased ADSs form part of the 50,000,000 ordinary shares that Lotus Technology Inc. previously issued to Meritz for an aggregate subscription price of US$500,000,000 in connection with its February 22, 2024 business combination with L Catterton Asia Acquisition Corp.

When is the Lotus Technology Inc. (LOT) share repurchase from Meritz expected to close?

The closing of the repurchase is expected to occur on or about September 5, 2025, subject to completion of the agreed terms in the share buyback agreement.

What happens to the subscription agreement between Lotus Technology Inc. and Meritz after the buyback closes?

Upon closing of the repurchase, the subscription agreement between Lotus Technology Inc. and Meritz, including all obligations of the company under that agreement, will terminate and be of no further force or effect.

What board and governance changes did Lotus Technology Inc. (LOT) disclose?

The board appointed Ms. Ada Yunfeng Yan, an independent director, as a member of the compensation committee effective August 27, 2025. The committee now consists of Mr. Donghui Li (chairperson), Ms. Ada Yunfeng Yan, and Ms. Catherine Hongjun Cai.

How is this Lotus Technology Inc. (LOT) 6-K used with the company’s shelf registration statements?

This report on Form 6-K, including its exhibit, is incorporated by reference into Lotus Technology Inc.’s pre-effective amendment No. 1 to its Form F-3 registration statement and specified post-effective amendments on Form F-3, becoming part of those registration statements from the date it is furnished.