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Quhuo Limited has called an extraordinary general meeting on July 6, 2026 to overhaul its share capital structure around the planned termination of its ADR program and direct listing of Class A ordinary shares on Nasdaq. Shareholders are asked first to revoke four capital-related resolutions approved on March 11, 2026 so they can be replaced with updated proposals that reflect a post‑redesignation capital structure.
The new proposals include a 32,000‑to‑1 share consolidation across all share classes, an increase in authorized share capital to 1.2 billion shares at a par value of US$3.20, a subsequent capital reduction to a total par value of US$120,000 with shares at US$0.0001 par, and authorization for additional share consolidations of up to 1,000‑to‑1 within five years at the Board’s discretion. The Board unanimously recommends voting in favor of each proposal.
Quhuo Limited has called an extraordinary general meeting on July 6, 2026 to overhaul its share capital structure around the planned termination of its ADR program and direct listing of Class A ordinary shares on Nasdaq. Shareholders are asked first to revoke four capital-related resolutions approved on March 11, 2026 so they can be replaced with updated proposals that reflect a post‑redesignation capital structure.
The new proposals include a 32,000‑to‑1 share consolidation across all share classes, an increase in authorized share capital to 1.2 billion shares at a par value of US$3.20, a subsequent capital reduction to a total par value of US$120,000 with shares at US$0.0001 par, and authorization for additional share consolidations of up to 1,000‑to‑1 within five years at the Board’s discretion. The Board unanimously recommends voting in favor of each proposal.
Quhuo Limited filed an amendment to a Form F-3 prospectus to register the resale of up to 1,166,667 ADSs, each representing 27,000 Class A ordinary shares (aggregate of 31,500,000,000 Class A ordinary shares). The Selling Shareholders will offer ADSs at a fixed price of $3.10 per ADS, with proceeds to the selling holders. The prospectus discloses recent corporate actions: ADS ratio changes (now 1 ADS = 27,000 Class A shares), securities purchase agreements to issue Class A shares, a share purchase/earn-out agreement to acquire an automobile trading business with up to 22.5 billion contingent Consideration Shares, a 2026 Share Incentive Plan, and that the ADSs are trading on the OTC Pink under QHUOY. The filing describes a Nasdaq delisting determination tied to a closing bid at or below $0.10 for ten consecutive trading days and an appeal request. The prospectus emphasizes risks from the VIE structure, PRC regulatory oversight (including CSRC review of related filings), foreign exchange and cash‑transfer constraints, and HFCAA-related auditor inspection considerations.
Quhuo Limited is changing the ratio of its American Depositary Shares (ADSs) to Class A ordinary shares from one ADS for 900 shares to one ADS for 27,000 shares. The company views this as having the same effect as a one-for-30 reverse ADS split, consolidating ADSs but not changing any holder’s proportional equity interest.
The change is anticipated to take effect on April 27, 2026 (U.S. Eastern Time). Each ADS holder of record on the effective date will surrender every 30 existing ADSs in exchange for one new ADS. No fractional ADSs will be issued; any aggregate fractional entitlements will be sold and the net cash proceeds distributed to entitled holders after fees, taxes, and expenses. Quhuo’s ADSs will continue to trade on the OTC Market under the symbol QHUOY with a new CUSIP number 74841Q407. The company states that the ADS trading price is expected to increase proportionally, though there is no assurance it will reach exactly 30 times the prior level.
Quhuo Limited is changing the ratio of its American Depositary Shares (ADSs) to Class A ordinary shares from one ADS for 900 shares to one ADS for 27,000 shares. The company views this as having the same effect as a one-for-30 reverse ADS split, consolidating ADSs but not changing any holder’s proportional equity interest.
The change is anticipated to take effect on April 27, 2026 (U.S. Eastern Time). Each ADS holder of record on the effective date will surrender every 30 existing ADSs in exchange for one new ADS. No fractional ADSs will be issued; any aggregate fractional entitlements will be sold and the net cash proceeds distributed to entitled holders after fees, taxes, and expenses. Quhuo’s ADSs will continue to trade on the OTC Market under the symbol QHUOY with a new CUSIP number 74841Q407. The company states that the ADS trading price is expected to increase proportionally, though there is no assurance it will reach exactly 30 times the prior level.