Zoomcar swaps 6.0M warrants for 318M shares
Zoomcar Holdings, Inc. (ZCAR) filed a final amendment reporting completion of its warrant Offer to Exchange, which expired at 5:00 p.m. Eastern Time on August 14, 2026.
Rhea-AI Filing Summary
Zoomcar Holdings, Inc. (ZCAR) filed a final amendment reporting completion of its warrant Offer to Exchange, which expired at 5:00 p.m. Eastern Time on August 14, 2026. The offer was conditioned on an Authorized Share Increase, approved at the 2026 Annual Meeting and made effective by a Certificate of Amendment filed on August 13, 2026.
Based on certifications from Vinyl Equity, Inc. as exchange agent, holders tendered and Zoomcar accepted 6,029,194 Existing Warrants, in exchange for 317,683,180 shares of Common Stock, to be issued according to the stated exchange ratios. All tendering holders executed a Lock-Up Agreement, and the accepted Existing Warrants will be retired and cancelled upon issuance of the shares. After giving effect to the exchange and expected cancellations, 3,555,822 Existing Warrants are estimated to remain outstanding across all warrant classes.
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Key Figures
Existing Warrants Tendered and Accepted: 6,029,194 warrants
Shares of Common Stock Issuable in Exchange: 317,683,180 shares
Existing Warrants Outstanding Immediately Prior to Expiration: 9,585,016 warrants
+5 more
8 metrics
Existing Warrants Tendered and Accepted
6,029,194 warrants
Validly tendered and not withdrawn as of the August 14, 2026 expiration
Shares of Common Stock Issuable in Exchange
317,683,180 shares
Aggregate shares to be issued for accepted Existing Warrants
Existing Warrants Outstanding Immediately Prior to Expiration
9,585,016 warrants
Total across all warrant classes before the offer expired
Existing Warrants Remaining Outstanding After Exchange
3,555,822 warrants
Estimated remaining warrants after acceptance and cancellation of exchanged warrants
Pre-Funded Warrants Accepted
4,651,938 warrants
Pre-Funded Warrants validly tendered and accepted in the exchange
Shares Issuable from Common & 2026 Common Warrants Accepted
257,520,000 shares
Shares of Common Stock issuable from accepted Common Warrants & 2026 Common Warrants
Expiration Time of Offer to Exchange
5:00 p.m. Eastern Time on August 14, 2026
Offer to Exchange expiration time and date
Annual Meeting Approval Date for Authorized Share Increase
August 11, 2026
Date stockholders approved the Authorized Share Increase
Key Terms
Offer to Exchange, Authorized Share Increase, Lock-Up Agreement, Existing Warrants, +2 more
6 terms
Offer to Exchange financial
"the results of the Offer to Exchange, which expired at 5:00 p.m."
Lock-Up Agreement financial
"Each tendering holder has executed and delivered a Lock-Up Agreement in favor"
A lock-up agreement is a contract that prevents company insiders and early investors from selling their shares for a fixed period after a stock sale, often after an initial public offering. It matters to investors because it temporarily limits the number of shares that can hit the market, which can keep the share price steadier; when the lock-up ends, a sudden increase in available shares can create extra volatility, revealing insiders’ confidence or lack thereof.
Existing Warrants financial
"Existing Warrants were validly tendered and not withdrawn and were accepted"
letters of transmittal financial
"an aggregate of 832 letters of transmittal representing 6,029,194 Existing Warrants"
A letter of transmittal is a written form shareholders use to send their stock certificates or electronic holdings to the party buying the shares in a tender offer, merger, or buyout and to claim the promised payment or new securities. Think of it like a return form and receipt combined: it gives clear instructions, confirms ownership, and ensures an investor gets the correct payment or replacement shares, so missing or incorrect paperwork can delay or jeopardize receiving value.
exchange agent financial
"Based on the certification of Vinyl Equity, Inc., the exchange agent for the Offer"
An exchange agent is a third party appointed to handle the practical steps when securities are being swapped, such as during mergers, tender offers, or restructurings. Think of it as a trusted post office that collects old shares, verifies ownership, completes required paperwork and regulatory filings, and delivers the new shares or cash to investors; its efficiency and accuracy affect how quickly and safely investors receive the value they're owed.
FAQ
What did Zoomcar Holdings, Inc. (ZCAR) announce in Amendment No. 10 to its Schedule TO?
Zoomcar reported final results of its warrant Offer to Exchange, stating that the offer expired on August 14, 2026, all conditions were satisfied, and all validly tendered Existing Warrants were accepted for exchange into shares of common stock.
How many Zoomcar (ZCAR) warrants were tendered and accepted in the exchange offer?
Zoomcar states that 6,029,194 Existing Warrants were validly tendered and not withdrawn as of the expiration of the offer and were accepted by the company for exchange, based on certification from Vinyl Equity, Inc. as the exchange agent.
How many Zoomcar (ZCAR) warrants will remain outstanding after the exchange?
After acceptance and expected cancellation of the exchanged warrants, Zoomcar estimates that 3,555,822 Existing Warrants will remain outstanding across all warrant classes, compared with 9,585,016 immediately prior to the offer’s expiration.
Did Zoomcar (ZCAR) impose a lock-up on participants in the warrant exchange?
Yes. Zoomcar states that each tendering holder executed and delivered a Lock-Up Agreement in favor of the company, and satisfaction of this Lock-Up Agreement condition was part of completing the Offer to Exchange.
AI-generated analysis. How Rhea-AI works. Not financial advice.
