3E Network closes $2M convertible note deal

3 E Network Technology Group Limited reported that it has completed the second and final tranche of its previously announced convertible promissory note financing.

Rhea-AI Filing Summary

3 E Network Technology Group Limited reported that it has completed the second and final tranche of its previously announced convertible promissory note financing. The company had agreed with an institutional investor to issue up to $2 million in original issue discount convertible advances under a securities purchase agreement.

The initial closing on December 18, 2025 involved a convertible note with principal of US$1,500,000 for gross proceeds of US$1,380,000. The subsequent closing on January 9, 2025 added a second note with principal of US$500,000, convertible into Class A ordinary shares, for gross proceeds of US$460,000. This second installment occurred after a resale registration statement covering the conversion shares became effective, and Boustead Securities, LLC acted as placement agent.

Insights

Capital markets analyst

3E Network completes a small, staged convertible note financing with resale registration in place.

3 E Network Technology Group Limited has finished drawing a total of $2 million in original issue discount convertible notes from an institutional investor. The structure delivered US$1,380,000 of gross proceeds from a US$1,500,000 note in the initial closing and US$460,000 from a US$500,000 note in the subsequent closing, so cash received is below headline principal, consistent with a discount.

The latest US$500,000 note is convertible into Class A ordinary shares, and the parties waited to complete this second installment until a resale registration statement for the conversion shares was effective, as contemplated by the securities purchase agreement. That setup allows the investor to access liquidity through registered resale once it chooses to convert, while the company secures additional funding.

The filing does not specify conversion terms, maturity, or other covenants, so the economic impact for existing shareholders depends on those details as disclosed in prior documents. Boustead Securities, LLC’s role as placement agent underscores that this was a brokered institutional financing rather than a broad public offering.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What financing did 3 E Network Technology Group Limited (MASK) report in this 6-K?

The company reported completion of a convertible promissory note offering of up to US$2 million in original issue discount advances with an institutional investor.

How much cash did 3E Network receive from the initial closing of the notes?

At the initial closing on December 18, 2025, 3E Network issued a note with principal of US$1,500,000 and received aggregate gross proceeds of US$1,380,000.

What are the key details of the subsequent closing mentioned by 3E Network (MASK)?

On January 9, 2025, the company completed a subsequent closing for a convertible promissory note with principal of US$500,000, convertible into Class A ordinary shares, for gross proceeds of US$460,000.

What condition was tied to the subsequent closing of 3E Network’s convertible note?

The subsequent closing was completed upon the effectiveness of a resale registration statement covering the shares issuable upon conversion of the US$500,000 note, subject to applicable terms and conditions.

Who acted as placement agent for 3 E Network Technology Group Limited’s note offering?

Boustead Securities, LLC acted as placement agent in connection with the convertible promissory note offering.

What type of business does 3 E Network Technology Group Limited operate?

3E Network is a B2B IT business solutions provider aiming to become a next-generation AI infrastructure solutions provider, with businesses in data center operation services and software development.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 01/09/2026 - 04:30 PM Learn about SEC filing dates

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 January 2026

Commission file number: 001-42466

3 E NETWORK TECHNOLOGY GROUP LIMITED

(Exact name of registrant as specified in its charter)

No.118 Connaught Road West, 3003-2

Hong Kong, China, 999077

(Address of Principal Executive Offices)

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.  

Form 20-F  ☒          Form 40-F  ☐

EXHIBITS

Exhibit No.		Description
99.1		Press Release

1

Signature

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.

	3 E Network Technology Group Limited
	By:	/s/ Tingjun Yang
	Name:	Tingjun Yang
	Title:	Chief Executive Officer, Director

Date: January 9, 2026

2

Exhibit 99.1

3 E Network Technology Group Limited Announces Subsequent Closing of A US$2 Million Convertible Promissory Note Offering

Hong Kong, China, January 9, 2026 (GLOBE NEWSWIRE) — 3 E Network Technology Group Limited (Nasdaq: MASK) (the “Company” or “3e Network”), a business-to-business (“B2B”) information technology (“IT”) business solutions provider committed to becoming a next-generation artificial intelligence (“AI”) infrastructure solutions provider, today announced the subsequent closing of its previously announced convertible promissory note offering.

As previously disclosed on December 18, 2025, the Company entered into a series of agreements with an institutional investor (the “Investor”) (the “Securities Purchase Agreement”), pursuant to which the Company agreed to allot and issue up to $2 million in face value of original issue discount convertible advances. Pursuant to the Securities Purchase Agreement, the Company completed the initial closing of the offering, issuing a convertible promissory note in the principal amount of US$1,500,000 for aggregate gross proceeds of US$1,380,000 on December 18, 2025.

On January 9, 2025, the Company completed the subsequent closing of a convertible promissory note in the principal amount of US$500,000 (the “Note”), convertible into Class A ordinary shares of the Company, par value US$0.0001 per share, for aggregate gross proceeds of US$460,000 (the “Subsequent Closing”). The Subsequent Closing represents the second installment of the offering as contemplated under the Securities Purchase Agreement and was completed upon the effectiveness of a resale registration statement covering the Shares issuable upon conversion of the Note, subject to the satisfaction of applicable terms and conditions.

Boustead Securities, LLC acted as placement agent in connection with the offering.

This press release does not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

About 3 E Network Technology Group Limited

3 E Network Technology Group Limited is a B2B IT business solutions provider, committed to becoming a next-generation AI infrastructure solutions provider. It upholds the industry consensus of “AI and energy symbiosis” and has a forward-looking strategic vision in the field of energy investment. The Company’s business comprises two main portfolios: the data center operation services portfolio and the software development portfolio. For more information, please visit the Company’s website at https://3emask.com/.

Forward-Looking Statements

Certain statements in this announcement are forward-looking statements. These forward-looking statements involve known and unknown risks and uncertainties and are based on the Company’s current expectations and projections about future events that the Company believes may affect its financial condition, results of operations, business strategy and financial needs. Investors can identify these forward-looking statements by words or phrases such as “expects,” “anticipates,” “intends,” “plans,” “will,” “may,” “could,” or similar expressions. The Company undertakes no obligation to update or revise publicly any forward-looking statements, except as required by applicable law. Although the Company believes that the expectations expressed in these forward-looking statements are reasonable, it cannot assure you that such expectations will turn out to be correct, and the Company cautions investors that actual results may differ materially from the anticipated results and encourages investors to review other factors that may affect its future results in the Company’s registration statement and other filings with the U.S. Securities and Exchange Commission.

For more information, please contact:

3 E Network Technology Group Limited
Investor Relations Department
Email: ird@3emask.com
Website: https://3emask.com/