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Corporate ActionApr 26, 2026, 05:25 AM

NAAS Files F-1 for Resale of 37.3B Class A Shares, 468,750 ADSs

AI Summary

NaaS Technology Inc. filed an Amendment No. 1 to its F-1 Registration Statement to register for resale up to 37,376,000,000 Class A ordinary shares and 468,750 American Depositary Shares (ADSs) by selling shareholders. The company will not receive proceeds from these sales. This filing details recent capital actions including a US$31.2 million PIPE agreement for 27.78 billion Class A shares, a US$3.3 million securities purchase agreement for 4.8 billion Class A shares and warrants, and the creation of new Class D ordinary shares with 500 votes each.

Key Highlights

  • F-1 filed for resale of up to 37,376,000,000 Class A ordinary shares.
  • F-1 also for resale of up to 468,750 ADSs, representing 1,500,000,000 Class A shares.
  • 2025 PIPE Agreement for 27,776,000,000 Class A shares at US$0.001/share, totaling US$31.2M.
  • 2026 Securities Purchase Agreement for 4,800,000,000 Class A shares and warrants, grossing US$3.3M.
  • New Class D ordinary shares (16,000,000) with 500 votes each issued to Newlink Envision Limited.
  • ADS ratio changed from 1:800 to 1:3,200 Class A ordinary shares on July 30, 2025.
  • 2025 Warrants exercise price amended to US$2.2 per ADS.
  • Company is a holding company with operations in China, subject to PRC regulatory risks.