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Yoshiharu Global | 8-K: Current report

SEC announcement ·  Jan 10 00:00
Summary by Moomoo AI
On January 5, 2024, Yoshiharu Global Co., a Delaware-incorporated company, entered into a Securities Purchase Agreement with Alumni Capital LP, an accredited investor. Under the agreement, Yoshiharu Global has the conditional right to sell, and Alumni Capital is obligated to purchase, up to $5 million in shares of Yoshiharu Global's Class A common stock. The agreement is contingent upon the SEC declaring a registration statement effective and the filing of a final form prospectus. The company can sell shares to the investor from the commencement date until June 30, 2024, with the timing and amount of sales at the company's discretion, subject to market conditions and other factors. Two purchase price options are available, both based on a discount to the stock...Show More
On January 5, 2024, Yoshiharu Global Co., a Delaware-incorporated company, entered into a Securities Purchase Agreement with Alumni Capital LP, an accredited investor. Under the agreement, Yoshiharu Global has the conditional right to sell, and Alumni Capital is obligated to purchase, up to $5 million in shares of Yoshiharu Global's Class A common stock. The agreement is contingent upon the SEC declaring a registration statement effective and the filing of a final form prospectus. The company can sell shares to the investor from the commencement date until June 30, 2024, with the timing and amount of sales at the company's discretion, subject to market conditions and other factors. Two purchase price options are available, both based on a discount to the stock's traded price prior to the closing date. The agreement also includes an Exchange Cap, limiting the number of shares that can be issued without stockholder approval, and a beneficial ownership cap for the investor. As part of the agreement, Yoshiharu Global will issue 24,950 Commitment Shares to Alumni Capital, with half to be issued immediately and the remainder upon the effectiveness of the registration statement. The sale of shares under this agreement will be conducted in accordance with the exemption from registration provided by Section 4(a)(2) of the Securities Act and/or Rule 506(b) of Regulation D.

This announcement is a separate document:

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