Bildirim metni
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Translation of registrant's name into English)
15th Floor, Xingang Square, Hubin North Road,
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F
On August 27, 2025, Lichen International Limited (the "Company") entered into a debt settlement and mutual release agreement (the "Original Agreement") with Mr. Ya Li, the Chief Executive Officer, Director and Chairman of the Board of the Company. On October 15, 2026, the Company and Mr. Li entered into an amended and restated debt settlement and mutual release agreement, effective as of August 27, 2025 (the "A&R Agreement"and, together with the Original Agreement, the"Agreement"), to revise the description of the Debt (as defined below). As of August 27, 2025, the Company was indebted to Mr. Li in the amount of RMB 2,129,544 (approximately $297,000) for loans advanced by Mr. Li to the Company (the "Debt"). In order to settle the Debt, the Company agreed to issue, and Mr. Li agreed to accept 65,000 Class B ordinary shares of the Company (the "Shares"), valued at $4.57 per share, which was approximately 102% of the average closing bid price of the Company's Class A ordinary shares during the five trading days immediately prior to August 27, 2025. On August 27, 2025, pursuant to the Original Agreement, the Company issued the Shares to Mr. Li. No additional shares have been issued to Mr. Li in connection with the settlement of the Debt or the Agreement as of the date of this Amendment.
The execution and delivery of the Agreement and the issuance of the Shares were made pursuant to the exemption from registration contained in Section 4(a)(2) of the Securities Act of 1933, as amended and Regulation S promulgated thereunder.
The foregoing description of the A&R Agreement is qualified in its entirety by reference to the provisions of the A&R Agreement filed as Exhibit 10.1 to this Amendment, which are incorporated by reference herein.
This report on Form 6-K is incorporated by reference into the Company's registration statements on Form F-3 (File No. 333-291878) and Form S-8 (File No. 333-291376).
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Resmi belge
Lichen International Ltd, 6-K/ASEC EDGAR dosya no 000118518526004786
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