false 0001951667 0001951667 2024-12-19 2024-12-19 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

 

 

United States

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

Form 8-K

 

Current Report

 

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

 

December 19, 2024

Date of Report (Date of earliest event reported)

 

Cheetah Net Supply Chain Service Inc.

(Exact Name of Registrant as Specified in its Charter)

 

North Carolina  001-41761  81-3509120
(State or other jurisdiction
of incorporation)		  (Commission File Number)  (I.R.S. Employer
Identification No.)

 

8707 Research Drive,
 Irvine, California 		  92618
(Address of Principal Executive Offices)   (Zip Code)

 

949-418-7804

Registrant’s telephone number, including area code

 

N/A

(Former name or former address, if changed since last report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

¨ Written communications pursuant to Rule 425 under the Securities Act

 

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act

 

¨

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act

 

¨

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class   Trading Symbol(s)   Name of each exchange on which
registered
Class A Common Stock   CTNT   The Nasdaq Stock Market LLC

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

 

Emerging growth company x

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

 

 

 

 

 

 

Item 3.02 Unregistered Sales of Equity Securities.

 

As previously disclosed, on November 27, 2024, Cheetah Net Supply Chain Service Inc., a North Carolina corporation (the “Corporation”), entered into a stock purchase agreement (the “Agreement”) with (i) TW & EW Services Inc, a California corporation (the “Target”), (ii) Jiancheng Li, a Chinese individual, (iii) Weishu Guo, a Chinese individual, and (iv) Jianhui Li, a Chinese individual (collectively, the “Sellers”).

 

On December 19, 2024, the Corporation closed the acquisition for a total purchase price that included (i) a cash payment of $200,000, paid to the Sellers on December 3, 2024, (ii) 140,845 shares of the Corporation’s unregistered Class A common stock, issued to Weishu Guo on December 19, 2024, (iii) 187,794 shares of the Corporation’s unregistered Class A common stock, issued to Jiancheng Li on December 19, 2024, and (iv) 140,845 shares of the Corporation’s unregistered Class A common stock, issued to Jianhui Li on December 19, 2024. The shares of Class A common stock were issued in reliance of the exemption provided by Regulation S under the Securities Act of 1933, as amended, which pertains to offerings made outside the United States.

 

The foregoing description of the Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Agreement, which was filed as Exhibit 10.1 to the Corporation’s Current Report on Form 8-K dated December 3, 2024 and is incorporated by reference herein.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits.

 

Exhibit
Number		   Exhibit
10.1   Agreement dated November 27, 2024 by and among the Company, the Target, and the Sellers (incorporated by reference to Exhibit 10.1 of the Corporation’s Form 8-K (File No. 001-41761), filed on December 3, 2024)
104   Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

 

 

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

Date: December 20, 2024

 

  Cheetah Net Supply Chain Service Inc.
     
  By: /s/ Huan Liu
    Huan Liu
    Chief Executive Officer, Director, and Chairman of the Board of Directors

 

 

 

 

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Cover
Dec. 19, 2024
Cover [Abstract]  
Document Type 8-K
Amendment Flag false
Document Period End Date Dec. 19, 2024
Entity File Number 001-41761
Entity Registrant Name Cheetah Net Supply Chain Service Inc.
Entity Central Index Key 0001951667
Entity Tax Identification Number 81-3509120
Entity Incorporation, State or Country Code NC
Entity Address, Address Line One 8707 Research Drive
Entity Address, City or Town Irvine
Entity Address, State or Province CA
Entity Address, Postal Zip Code 92618
City Area Code 949
Local Phone Number 418-7804
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Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Title of 12(b) Security Class A Common Stock
Trading Symbol CTNT
Security Exchange Name NASDAQ
Entity Emerging Growth Company true
Elected Not To Use the Extended Transition Period false
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