Mga Batayang Estadistika
| CIK | 1939780 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to U Power Limited
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
| August 19, 2025 |
CALCULATION OF FILING FEE TABLES U Power Ltd Table 1: Newly Registered and Carry Forward Securities Ex-Filing Fees CALCULATION OF FILING FEE TABLES F-1 U Power Ltd Table 1: Newly Registered and Carry Forward Securities Line Item Type Security Type Security Class Title Notes Fee Calculation Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Newly Registered Securities Fees to be Paid Equity Class A Ordinary Shares, par value $0. |
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| August 19, 2025 |
As filed with the U.S. Securities and Exchange Commission on August 19, 2025 As filed with the U.S. Securities and Exchange Commission on August 19, 2025 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM F-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 U Power Limited (Exact name of Registrant as specified in its charter) Cayman Islands 5500 Not applicable (State or other jurisdiction of incorporation or organizat |
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| July 31, 2025 |
Exhibit 16.1 Onestop Assurance PAC 10 Anson Road #06-15 International Plaza Singapore 079903 Tel: 9644 9531 Email:[email protected] Website: www.onestop-audit.com July 31, 2025 United States Securities and Exchange Commission Office of the Chief Accountant 100 F Street, N.E. Washington, D.C. 20549 Re: U Power Limited Ladies and Gentlemen: We have read the statements made by U Power Limited ( |
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| July 31, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of July 2025 Commission File Number: 001-41679 U Power Limited 18/F, Building 3, Science and Technology Industrial Park Yijiang District, Wuhu City, Anhui Province People’s Republic of China, 2410 |
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| July 28, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of July 2025 Commission File Number: 001-41679 U Power Limited (Translation of Registrant’s Name into English) 18/F, Building 3, Science and Technology Industrial Park Yijiang District, Wuhu City, |
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| July 28, 2025 |
PRE-FUNDED ORDINARY SHARE PURCHASE WARRANT U POWER LIMITED Exhibit 4.1 PRE-FUNDED ORDINARY SHARE PURCHASE WARRANT U POWER LIMITED Warrant Shares: [] Initial Exercise Date: July 25, 2025 THIS PRE-FUNDED ORDINARY SHARE PURCHASE WARRANT (the “Warrant”) certifies that, for value received, [] or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the |
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| July 28, 2025 |
[The remainder of this page has been intentionally left blank.] Exhibit 10.1 July 24, 2025 U Power Limited 2F, Zuoan 88 A, Lujiazui, Shanghai People’s Republic of China Attention: Jia Li, CEO Dear Mr. Li: This letter (the “Agreement”) constitutes the agreement between Maxim Group LLC (“Maxim” or the “Placement Agent”) and U Power Limited, a Cayman Islands company (the “Company”), pursuant to which the Placement Agent shall serve as the placement agent for the |
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| July 28, 2025 |
ORDINARY SHARE PURCHASE WARRANT U POWER LIMITED Exhibit 4.2 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR |
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| July 28, 2025 |
Exhibit 10.2 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of July 24, 2025, between U Power Limited, a Cayman Islands company (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”). WHEREAS, subject to the terms and conditions set fo |
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| July 28, 2025 |
U Power Announces Pricing of $1.4 Million Registered Direct Offering Exhibit 99.1 U Power Announces Pricing of $1.4 Million Registered Direct Offering SHANGHAI, Jul. 24, 2025 /PRNewswire/ - U Power Limited (Nasdaq: UCAR) (the “Company” or “U Power”), a provider of comprehensive electric vehicle (“EV”) battery-swapping solutions on track of becoming a smart energy grid solutions provider, today announced that it has entered into a securities purchase agreement with |
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| July 25, 2025 |
Filed Pursuant to Rule 424(b)(5) Registration No. 333-282901 PROSPECTUS SUPPLEMENT (To prospectus dated November 8, 2024) 445,000 Class A Ordinary Shares Pre-funded Warrants to Purchase up to 106,628 Class A Ordinary Shares Up to 106,628 Class A Ordinary Shares issuable upon exercise of the Pre-funded Warrants U Power Limited We are offering 445,000 Class A ordinary shares, par value US$0.00001 (“ |
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| May 15, 2025 |
Exhibit 2.6 Description of Rights of Each Class of Securities Registered under Section 12 of the Securities Exchange Act of 1934, as Amended (the “Exchange Act”) Class A ordinary shares, par value US$$0.00001 per share (“Class A Ordinary Shares”), of U Power Limited, (“we,” “our,” “our company,” or “us”) are listed and traded on the Nasdaq Capital Market and, in connection with this listing (but n |
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| May 15, 2025 |
Exhibit 4.26 JOINT VENTURE AGREEMENT BETWEEN: Association A, referred to as (ANTRAL – Associação Nacional dos Transportes Rodoviários em Automóveis Ligeiros), a legal entity with tax identification number 500.885.303, whose statutes were published in the Boletim do Trabalho e Emprego (BTE) No. 39 of 2007, and governing bodies published in BTE No. 9 of March 8, 2023, on page 310. The association is |
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| May 15, 2025 |
CERTIFICATION OF CHIEF EXECUTIVE OFFICER PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 Exhibit 12.1 CERTIFICATION OF CHIEF EXECUTIVE OFFICER PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Jia Li, certify that: 1. I have reviewed this annual report on Form 20-F of U Power Limited (the “Company”); 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light |
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| May 15, 2025 |
Exhibit 4.25 JOINT VENTURE AGREEMENT THIS JOINT VENTURE AGREEMENT (the “Agreement”) was made and entered into 25 day of December, 2024 (the “Execution Date”). BETWEEN Party A (hereinafter referred to as Party A) U SWAP Co., Ltd. Registration number 0105567119479 Registered address 199 S-OASIS Building, Floor 8, Room Number 808, Vibhavadi Rangsit Road, ChomPhon, Chatuchak, Bangkok I 0900 Authorized |
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| May 15, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT O |
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| May 15, 2025 |
Exhibit 13.1 CERTIFICATION OF CHIEF EXECUTIVE OFFICER PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Annual Report of U Power Limited (the “Company”) on Form 20-F for the year ended December 31, 2024, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Jia Li, Chief Executive Off |
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| May 15, 2025 |
Exhibit 15.1 CONSENT LETTER May 7, 2025 To: U Power Limited 2F, Zuoan 88 A, Lujiazui, Shanghai, People’s Republic of China Dear Sir/Madam, We consent to the reference to our firm under the headings “Item 3. Key Information”, “Item 3. Key Information- Approvals from the PRC Authorities to Conduct Our Operations”, “Item 3. Key Information-D. Risk Factors-Risks Relating to Doing Business in China-We |
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| May 15, 2025 |
Exhibit 13.2 CERTIFICATION OF THE CHIEF FINANCIAL OFFICER PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Annual Report of U Power Limited (the “Company”) on Form 20-F for the year ended December 31, 2024, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Bingyi Zhao, Chief Fina |
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| May 15, 2025 |
CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Exhibit 15.2 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in the Registration Statements on Form F-3 (No. 333-282901 and No. 333-282542) of our report dated May 15, 2025, relating to the consolidated financial statements of U Power Limited, appearing in this Annual Report on Form 20-F for the year ended December 31, 2024. We also consent to |
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| May 15, 2025 |
CERTIFICATION OF CHIEF FINANCIAL OFFICER PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 Exhibit 12.2 CERTIFICATION OF CHIEF FINANCIAL OFFICER PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Bingyi Zhao, certify that: 1. I have reviewed this annual report on Form 20-F of U Power Limited (the “Company”); 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in l |
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| April 30, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): ☐ Form 10-K ☒ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: December 31, 2024 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q For the Transition Pe |
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| March 5, 2025 |
U Power Limited Via EDGAR Division of Corporation Finance Office of Manufacturing U. |
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| February 21, 2025 |
As filed with the U.S. Securities and Exchange Commission on February 21, 2025 As filed with the U.S. Securities and Exchange Commission on February 21, 2025 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM F-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 U Power Limited (Exact name of Registrant as specified in its charter) Cayman Islands 5500 Not applicable (State or other jurisdiction of incorporation or organiz |
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| February 21, 2025 |
Exhibit 107 Calculation of Filing Fee Tables Form F-1 (Form Type) U Power Limited (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered (1) Proposed Maximum Offering Price Per Share Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Class A Ordinary Shares, par value $0. |
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| February 21, 2025 |
Exhibit 3.1 THE COMPANIES ACT (AS REVISED) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES SECOND AMENDED AND RESTATED MEMORANDUM OF ASSOCIATION OF U POWER LIMITED (Adopted by a Special Resolution passed on August 13, 2024) 1. The name of the Company is U Power Limited. 2. The Registered Office of the Company will be situated at the offices of McGrath Tonner Corporate Services Limited, Genesis Bui |
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| January 28, 2025 |
PRE-FUNDED ORDINARY SHARE PURCHASE WARRANT U POWER LIMITED Exhibit 4.1 PRE-FUNDED ORDINARY SHARE PURCHASE WARRANT U POWER LIMITED Warrant Shares: [] Initial Exercise Date: January 27, 2025 THIS PRE-FUNDED ORDINARY SHARE PURCHASE WARRANT (the “Warrant”) certifies that, for value received, [] or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after |
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| January 28, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of January 2025 Commission File Number: 001-41679 U Power Limited (Translation of Registrant’s Name into English) 18/F, Building 3, Science and Technology Industrial Park Yijiang District, Wuhu Ci |
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| January 28, 2025 |
U Power Announces Pricing of $5.0 Million Registered Direct Offering Exhibit 99.1 U Power Announces Pricing of $5.0 Million Registered Direct Offering SHANGHAI, Jan. 24, 2025 /PRNewswire/ - U Power Limited (Nasdaq: UCAR) (the “Company” or “U Power”), a vehicle sourcing services provider with a vision to becoming a comprehensive EV battery power solution provider in China, today announced that it has entered into a securities purchase agreement with certain institut |
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| January 28, 2025 |
Exhibit 10.2 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of January 24, 2025, between U Power Limited, a Cayman Islands company (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”). WHEREAS, subject to the terms and conditions set |
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| January 28, 2025 |
Exhibit 99.2 U Power Announces Closing of $5.0 Million Registered Direct Offering and Concurrent Private Placement SHANGHAI, Jan. 27, 2025 /PRNewswire/ - U Power Limited (Nasdaq: UCAR) (the “Company” or “U Power”), a vehicle sourcing services provider with a vision to becoming a comprehensive EV battery power solution provider in China, today announced the closing of its previously announced regis |
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| January 28, 2025 |
[The remainder of this page has been intentionally left blank.] Exhibit 10.1 January 24, 2025 U Power Limited 2F, Zuoan 88 A, Lujiazui, Shanghai People’s Republic of China Attention: Jia Li, CEO Dear Mr. Li: This letter (the “Agreement”) constitutes the agreement between Maxim Group LLC (“Maxim” or the “Placement Agent”) and U Power Limited, a Cayman Islands company (the “Company”), pursuant to which the Placement Agent shall serve as the placement agent for t |
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| January 28, 2025 |
ORDINARY SHARE PURCHASE WARRANT U POWER LIMITED Exhibit 4.2 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR |
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| January 28, 2025 |
Exhibit 10.3 January 24, 2025 Holder of Warrants to Purchase Ordinary Shares set forth on Schedule A attached hereto Re: Amendment to Existing Warrants Dear Holder: Reference is hereby made to the registered direct offering on Form F-3 (File No. 333-282901) on or about the date hereof (the “Offering”) by U Power Limited (the “Company”) of its ordinary shares, par value $0.00001 per share (“Ordinar |
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| January 27, 2025 |
Filed Pursuant to Rule 424(b)(5) Registration No. 333-282901 PROSPECTUS SUPPLEMENT (To prospectus dated November 8, 2024) 648,000 Class A Ordinary Shares Pre-funded Warrants to Purchase up to 393,668 Class A Ordinary Shares Up to 393,668 Class A Ordinary Shares issuable upon exercise of the Pre-funded Warrants U Power Limited We are offering 648,000 Class A ordinary shares, par value US$0.00001 (“ |
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| October 30, 2024 |
Exhibit 107 Calculation of Filing Fee Tables F-3 (Form Type) U Power Limited (Exact name of Registrant as specified in its charter) Table 1: Newly Registered Securities Fee Proposed Calculation Maximum Maximum Security or Carry Offering Aggregate Amount of Security Class Forward Amount Price Per Offering Registration Type Title Rule Registered Unit Price(3) Fee Rate Fee Equity Ordinary Shares – – – – – – Debt Debt Securities – – – – – – Fees to Be Paid Other Warrants – – – – – – Other Rights – – – – – – Other Units – – – – – – Unallocated (Universal) Shelf – Rule 457(o) (1 ) (2 ) 50,000,000 0. |
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| October 30, 2024 |
As filed with the U.S. Securities and Exchange Commission on October 30, 2024 As filed with the U.S. Securities and Exchange Commission on October 30, 2024 Registration No. 333-[●] UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM F-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 U Power Limited (Exact name of registrant as specified in its charter) Cayman Islands Not Applicable (State or other jurisdiction of incorporation or organizati |
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| October 17, 2024 |
U Power Limited October 17, 2024 VIA EDGAR Ms. Sarah Sidwell Division of Corporation Finance U.S. Securities & Exchange Commission Re: U Power Limited Registration Statement on Form F-3 File No. 333-282542 Dear Ms. Sarah Sidwell: In accordance with Rule 461 of the General Rules and Regulations of the U.S. Securities and Exchange Commission under the Securities Act of 1933, as amended, U Power Limi |
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| October 15, 2024 |
UCAR / U Power Limited / Big Benefit Ltd. - SCHEDULE 13G Passive Investment SC 13G 1 ea0217434-13gbigupower.htm SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* U Power Limited (Name of Issuer) Class A ordinary shares, par value $0.00001 per share (Title of Class of Securities) G9520U116 (CUSIP Number) June 17, 2024 (Date of Event Which Requires Filing of This Stat |
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| October 15, 2024 |
UCAR / U Power Limited / Fortune Light Assets Ltd. - SCHEDULE 13D Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 U Power Limited (Name of Issuer) Class A ordinary share, par value $0. |
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| October 15, 2024 |
EX-99.1 2 ea021742601ex99-1upower.htm SUBSCRIPTION AGREEMENT BETWEEN U POWER LIMITED AND FORTUNE LIGHT ASSETS LTD., DATED MAY 13, 2024 Exhibit 99.1 |
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| October 15, 2024 |
EX-99.1 2 ea021743401ex99-1upower.htm SUBSCRIPTION AGREEMENT BETWEEN U POWER LIMITED AND BIG BENEFIT LTD., DATED MAY 23, 2024 Exhibit 99.1 |
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| October 15, 2024 |
EX-99.3 4 ea021742601ex99-3upower.htm JOINT FILING AGREEMENT Exhibit 99.3 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with all other Reporting Persons (as such term is defined in the Schedule 13G referred to below) on behalf of each of them of a statement on Schedule 13G |
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| October 15, 2024 |
EX-99.2 3 ea021743401ex99-2upower.htm JOINT FILING AGREEMENT Exhibit 99.2 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with all other Reporting Persons (as such term is defined in the Schedule 13G referred to below) on behalf of each of them of a statement on Schedule 13G |
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| October 15, 2024 |
EX-99.2 3 ea021742601ex99-2upower.htm SUBSCRIPTION AGREEMENT BETWEEN U POWER LIMITED AND FORTUNE LIGHT ASSETS LTD., DATED JUNE 24, 2024 Exhibit 99.2 |
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| October 8, 2024 |
Exhibit 4.1 Share Certificate Number of certificate Number of shares U Power Limited COMPANY NUMBER [NUMBER] This is to certify that [Name] of [Address] is the registered holder of [Number] Class A ordinary shares of [Value] each being [partly paid to the extent of [amount in words][amount in numerals] per share]]/[fully paid][and numbered [number]] in the above-named company, subject to the memor |
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| October 8, 2024 |
As filed with the U.S. Securities and Exchange Commission on October 8, 2024 As filed with the U.S. Securities and Exchange Commission on October 8, 2024 Registration No. 333-[●] UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM F-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 U Power Limited (Exact name of registrant as specified in its charter) Cayman Islands Not Applicable (State or other jurisdiction of incorporation or organizatio |
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| October 8, 2024 |
Exhibit 107 Calculation of Filing Fee Tables F-3 (Form Type) U Power Limited (Exact name of Registrant as specified in its charter) Table 1: Newly Registered Securities Fee Proposed Calculation Maximum Maximum Security or Carry Offering Aggregate Amount of Security Class Forward Amount Price Per Offering Registration Type Title Rule Registered(1) Unit Price Fee Rate Fee Fees to Be Paid Equity Class A Ordinary Shares, par value $0. |
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| October 4, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of October 2024 Commission file number: 001-41679 U Power Limited 2F, Zuoan 88 A, Lujiazui, Shanghai, People’s Republic of China (Address of principal executive offices) Indicate by check mark whe |
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| October 4, 2024 |
Exhibit 99.2 OPERATING AND FINANCIAL REVIEW AND PROSPECTS The following discussion of the financial condition and results of operations is based upon and should be read in conjunction with the unaudited financial results and the related notes for the six (6) months ended June 30, 2024. Overview We are a vehicle sourcing service provider in China, with a vision to become an electrical vehicle (“EV” |
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| October 4, 2024 |
U POWER LIMITED INDEX TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS Exhibit 99.1 U POWER LIMITED INDEX TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS Page(s) CONDENSED CONSOLIDATED BALANCE SHEETS AS OF DECEMBER 31, 2023 AND JUNE 30, 2024 (UNAUDITED) F-2 UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME FOR THE SIX MONTHS ENDED JUNE 30, 2023 AND 2024 F-3 UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY FOR THE SIX MONTS ENDED JU |
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| August 13, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2024 Commission File Number: 001-41679 U Power Limited 2F, Zuoan 88 A, Lujiazui, Shanghai, People’s Republic of China (Address of principal executive offices) Indicate by check mark whet |
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| July 31, 2024 |
July 31, 2024 Via Edgar Ms. Stephany Yang Division of Corporation Finance Office of Manufacturing U.S. Securities and Exchange Commission Re: U Power Limited Form 20-F for the Fiscal Year Ended December 31, 2023 Filed May 15, 2024 File No. 001-41679 Dear Ms. Yang: This letter is in response to the letter dated July 12, 2024, from the staff (the “Staff”) of the U.S. Securities and Exchange Commissi |
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| July 18, 2024 |
Exhibit 99.1 U POWER LIMITED Notice of 2024 Annual General Meeting of Shareholders To Be Held on August 13, 2024 at 10:30 a.m. EST NOTICE IS HEREBY GIVEN THAT the annual general meeting (the “AGM” or the “Meeting”) of holders of ordinary shares (the “Ordinary Shares”) (the “shareholders”) of U Power Limited (the “Company”) will be held at 2F, Zuoan 88 A, Lujiazui, Shanghai, People’s Republic of Ch |
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| July 18, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of July 2024 Commission File Number: 001-41679 U Power Limited 2F, Zuoan 88 A, Lujiazui, Shanghai, People’s Republic of China (Address of principal executive offices) Indicate by check mark whethe |
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| July 18, 2024 |
Exhibit 99.2 THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS OF U POWET LIMITED FOR THE ANNUAL GENERAL MEETING OF SHAREHOLDERS TO BE HELD ON AUGUST 13, 2024 The undersigned shareholder of U Power Limited, a Cayman Islands company (the “Company”), hereby acknowledges receipt of the Notice of Annual General Meeting of shareholders (the “AGM” or the “Meeting”) and the Proxy Statement, eac |
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| July 1, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2024 Commission File Number: 001-41679 U Power Limited 2F, Zuoan 88 A, Lujiazui, Shanghai, People’s Republic of China (Address of principal executive offices) Indicate by check mark whethe |
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| July 1, 2024 |
Exhibit 10.1 |
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| May 30, 2024 |
Exhibit 10.1 |
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| May 30, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2024 Commission File Number: 001-41679 U Power Limited 2F, Zuoan 88 A, Lujiazui, Shanghai, People’s Republic of China (Address of principal executive offices) Indicate by check mark whether |
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| May 20, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2024 Commission File Number: 001-41679 U Power Limited 2F, Zuoan 88 A, Lujiazui, Shanghai, People’s Republic of China (Address of principal executive offices) Indicate by check mark whether |
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| May 20, 2024 |
Exhibit 10.1 |
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| May 15, 2024 |
Exhibit 2.4 Description of rights of each class of securities registered under Section 12 of the Securities Exchange Act of 1934 (the “Exchange Act”) Ordinary shares of U Power Limited, (“we,” “our,” “our company,” or “us”) are listed and traded on the Nasdaq Capital Market and, in connection with this listing (but not for trading), the ordinary shares are registered under Section 12(b) of the Exc |
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| May 15, 2024 |
Exhibit 13.1 CERTIFICATION OF CHIEF EXECUTIVE OFFICER PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Annual Report of U Power Limited (the “Company”) on Form 20-F for the year ended December 31, 2023, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Jia Li, Chief Executive Off |
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| May 15, 2024 |
Exhibit 4.18 SERVICE AGREEMENT THIS AGREEMENT (“Agreement”) is executed on 31st Mar, 2023, by and between U Power Limited, a Cayman Island business company incorporated under the laws of the Cayman Island with limited liability (the “Company”) and Liberty Asset Management Capital Limited, a Hong Kong business company incorporated under the laws of the Hong Kong with limited liability (the “Consult |
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| May 15, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT O |
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| May 15, 2024 |
Insider Trading Compliance Manual U Power Limited Adopted 13th May, 2024 Exhibit 11.2 Insider Trading Compliance Manual U Power Limited Adopted 13th May, 2024 In order to take on an active role in the prevention of insider trading violations by its officers, directors, employees, consultants, advisors, and other related individuals, the Board of Directors (the “Board”) of U Power Limited, an exempted company with limited liability incorporated under the laws of Cayman |
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| May 15, 2024 |
CERTIFICATION OF CHIEF EXECUTIVE OFFICER PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 Exhibit 12.1 CERTIFICATION OF CHIEF EXECUTIVE OFFICER PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Jia Li, certify that: 1. I have reviewed this annual report on Form 20-F of U Power Limited (the “Company”); 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light |
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| May 15, 2024 |
Exhibit 4.15 Supplementary agreement to the capital increase agreement of Youxu New Energy Technology (Zibo) Co., LTD November 10, 2023 Party A: Shandong Qiying Industrial Investment Development Co., LTD Legal representative: Jia Muyue business license number：9137030366934434XA Party B: Youxu New Energy Technology (Zibo) Co., LTD. (hereinafter referred to as the “Target Company”) Legal representat |
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| May 15, 2024 |
Offshore business loans Entrusted agreement Exhibit 4.17 Offshore business loans Entrusted agreement Party A： Worthy Credit Limited Party B： U Power Limited Whereas： Party A is a legally registered financing company with financial license in Hong Kong, and Party B is a US listed company in the new energy automobile industry in the People’s Republic of China. Now Party B intends to carry out the sales and operation business of new energy veh |
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| May 15, 2024 |
CERTIFICATION OF CHIEF FINANCIAL OFFICER PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 Exhibit 12.2 CERTIFICATION OF CHIEF FINANCIAL OFFICER PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Bingyi Zhao, certify that: 1. I have reviewed this annual report on Form 20-F of U Power Limited (the “Company”); 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in l |
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| May 15, 2024 |
Exhibit 15.1 观韬中茂律师事务所 Guantao Law Firm 中国北京市西城区金融大街5号 新盛大厦B座19层 邮编：100032 Tel：86 10 66578066 Fax：86 10 66578016 E-mail：[email protected] http：// www.guantao.com 19/F, Tower B, Xinsheng Plaza, 5 Finance Street, Xicheng District, Beijing 100032, China CONSENT LETTER May 15, 2024 To: U Power Limited 2F, Zuoan 88 A, Lujiazui, Shanghai, People’s Republic of China Dear Sir/Madam, We consent to the re |
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| May 15, 2024 |
Exhibit 13.2 CERTIFICATION OF THE CHIEF FINANCIAL OFFICER PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Annual Report of U Power Limited (the “Company”) on Form 20-F for the year ended December 31, 2023, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Bingyi Zhao, Chief Fina |
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| May 15, 2024 |
Exhibit 4.16 Consulting Agreement Party A: U POWER LIMITED Adress: Genesis Building 5th Floor, Genesis Close, George Town, Grand Cayman Part B: RICHNESS FORTUNE CREDIT(HK) COMPANY LIMITED Adress: Whereas: 1. in accordance with the provisions of relevant laws and regulations, Party B accepts the entrustment of Party A to provide information consulting, project resource search and intermediary servi |
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| May 15, 2024 |
U Power Limited the “Company” COMPENSATION RECOVERY POLICY Effective December 1, 2023 Exhibit 97.1 U Power Limited the “Company” COMPENSATION RECOVERY POLICY Effective December 1, 2023 In accordance with Section 10D of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), Exchange Act Rule 10D-1, and the listing standards of The Nasdaq Stock Market (the “Exchange”), the Company’s Board of Directors (the “Board”) has adopted this Compensation Recovery Policy (the “Po |
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| April 30, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): ☐ Form 10-K ☒ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: December 31, 2023 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q For the Transition Pe |
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| April 24, 2024 |
U Power Limited Regains Compliance with Nasdaq Minimum Bid Price Requirement Exhibit 99.1 U Power Limited Regains Compliance with Nasdaq Minimum Bid Price Requirement SHANGHAI, Apr. 24, 2024 /PRNewswire/ - U Power Limited (Nasdaq: UCAR) (the "Company" or "U Power"), a vehicle sourcing services provider with a vision to becoming a comprehensive EV battery power solution provider in China, today announced that it received a letter from The Nasdaq Stock Market LLC ("Nasdaq"), |
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| April 24, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of April 2024 Commission File Number: 001-41679 U Power Limited 2F, Zuoan 88 A, Lujiazui, Shanghai, People’s Republic of China (Address of principal executive offices) Indicate by check mark wheth |
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| April 9, 2024 |
UCAR / U Power Limited / Zeng Lingzhi - SCHEDULE 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* U Power Limited (Name of Issuer) Ordinary shares, par value $0.00001 per share (Title of Class of Securities) G9520U116 (CUSIP Number) March 1, 2024 (Date of Event Which Requires Filing of This Statement) Check the appropriate box to designate the rule pu |
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| March 25, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2024 Commission File Number: 001-41679 U Power Limited 2F, Zuoan 88 A, Lujiazui, Shanghai, People’s Republic of China (Address of principal executive offices) Indicate by check mark wheth |
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| March 5, 2024 |
Exhibit 99.1 U POWER LIMITED Notice of 2024 Extraordinary General Meeting of Shareholders To Be Held on March 25, 2024 at 10:30 a.m. EST NOTICE IS HEREBY GIVEN THAT the extraordinary general meeting (the “Meeting”) of holders of ordinary shares (the “Ordinary Shares”) (the “shareholders”) of U Power Limited (the “Company”) will be held at 2F, Zuoan 88 A, Lujiazui, Shanghai, People’s Republic of Ch |
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| March 5, 2024 |
Exhibit 99.2 THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS OF U POWET LIMITED FOR THE EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS TO BE HELD ON MARCH 25, 2024 The undersigned shareholder of U Power Limited, a Cayman Islands company (the “Company”), hereby acknowledges receipt of the Notice of Extraordinary General Meeting of shareholders (the “Meeting”) and the Proxy Statement, eac |
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| March 5, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2024 Commission File Number: 001-41679 U Power Limited 2F, Zuoan 88 A, Lujiazui, Shanghai, People’s Republic of China (Address of principal executive offices) Indicate by check mark wheth |
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| February 21, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of February 2024 Commission File Number: 001-41679 U Power Limited 2F, Zuoan 88 A, Lujiazui, Shanghai, People’s Republic of China (Address of principal executive offices) Indicate by check mark wh |
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| February 21, 2024 |
Exhibit 99.1 |
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| February 14, 2024 |
EX-99.1 2 ea193644ex99-1upower.htm JOINT FILING AGREEMENT Exhibit 99.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with all other Reporting Persons (as such term is defined in the Schedule 13G referred to below) on behalf of each of them of a statement on Schedule 13G (in |
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| February 14, 2024 |
UCAR / U Power Limited / Li Jia Johnny - SCHEDULE 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* U Power Limited (Name of Issuer) Ordinary shares, par value $0.0000001 per share (Title of Class of Securities) G9520U108 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of This Statement) Check the appropriate box to designate the r |
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| February 8, 2024 |
U Power Announces Appointment of New Independent Director Exhibit 99.1 U Power Announces Appointment of New Independent Director Shanghai, China, Feb. 8, 2024 (PRNewswire) - U Power Limited (Nasdaq: UCAR) (the “Company” or “U Power”), a vehicle sourcing services provider with a vision to becoming a comprehensive EV battery power solution provider in China, today announced that Mr. Bo Lyu resigned from the board of directors of the Company (the “Board”) o |
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| February 8, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of February 2024 Commission File Number: 001-41679 U Power Limited 2F, Zuoan 88 A, Lujiazui, Shanghai, People’s Republic of China (Address of principal executive offices) Indicate by check mark wh |
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| December 8, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2023 Commission File Number: 001-41679 U Power Limited 2F, Zuoan 88 A, Lujiazui Shanghai, People’s Republic of China (Address of principal executive office) Indicate by check mark whet |
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| December 8, 2023 |
Exhibit 99.4 SERIES A WARRANT Warrant Shares: Issue Date: THIS ORDINARY SHARE PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after , 2023, and on or prior to 5:00 p.m. (New York City time) on , 2028, (the “Termination |
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| December 8, 2023 |
Exhibit 99.5 SERIES B WARRANT Warrant Shares: Issue Date: THIS ORDINARY SHARE PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after , 2023 , and on or prior to 5:00 p.m. (New York City time) on , 2028 (the “Termination |
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| December 8, 2023 |
Exhibit 99.2 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”), dated as of December , 2023, is by between U Power Limited, a company organized under the laws of the Cayman Islands (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”). WHEREAS, subj |
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| December 8, 2023 |
U Power Limited Announces Pricing of Registered Follow-on Offering Exhibit 99.7 U Power Limited Announces Pricing of Registered Follow-on Offering Shanghai, China, December 4, 2023 (GLOBE NEWSWIRE) – U Power Limited (Nasdaq: UCAR) (the “Company” or “U Power”), a vehicle sourcing services provider with a vision to becoming a comprehensive EV battery power solution provider in China, today announced the pricing of its best-efforts follow-on offering (the “Offering” |
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| December 8, 2023 |
Exhibit 99.6 Form of Lock-Up Agreement , 2023 Univest Securities, LLC 75 Rockefeller Plaza, Suite 1838 New York, NY, 10019 As Placement Agent, pursuant to a Placement Agency Agreement between Univest Securities, LLC and U Power Limited, dated , 2023 Re: Offering and Sale of Securities of U Power Limited Ladies and Gentlemen: The undersigned understands that you (the “Placement Agent”) propose to e |
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| December 8, 2023 |
U Power Limited Announces Closing of Registered Follow-on Offering Exhibit 99.8 U Power Limited Announces Closing of Registered Follow-on Offering Shanghai, China, December 6, 2023 (GLOBE NEWSWIRE) – U Power Limited (Nasdaq: UCAR) (the “Company” or “U Power”), a vehicle sourcing services provider with a vision to becoming a comprehensive EV battery power solution provider in China, today announced the closing of its best-efforts follow-on offering (the “Offering” |
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| December 8, 2023 |
Exhibit 99.3 ESCROW AGREEMENT This Escrow Agreement dated this 4th day of December 2023 (the “Escrow Agreement”), is entered into by and among U Power Limited, a company organized under the laws of the Cayman Islands (the “Company”), Univest Securities, LLC, (the “Placement Agent”) and Ortoli Rosenstadt LLP, as escrow agent (“Escrow Agent”); each a “Party” and collectively, the “Parties”. RECITALS |
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| December 8, 2023 |
Exhibit 99.1 PLACEMENT AGENCY AGREEMENT December , 2023 Univest Securities, LLC 75 Rockefeller Plaza, Suite 1838 New York, NY, 10019 Ladies and Gentlemen: Subject to the terms and conditions of this agreement (this “Agreement”) and the Transaction Documents (as defined below), U Power Limited, a Cayman Islands exempted company (the “Company”), hereby agrees to sell an aggregate of 10,000,000 units |
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| December 6, 2023 |
PROSPECTUS, DATED DECEMBER 4, 2023 Filed pursuant to Rule 424(b)(4) Registration No. |
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| November 27, 2023 |
U Power Limited 2F, Zuoan 88 A, Lujiazui Shanghai City People’s Republic of China U Power Limited 2F, Zuoan 88 A, Lujiazui Shanghai City People’s Republic of China VIA EDGAR November 27, 2023 Mr. |
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| November 27, 2023 |
VIA EDGAR November 27, 2023 U.S. Securities and Exchange Commission Division of Corporation Finance 100 F. Street, NE Washington, D.C. 20549 Attn: Alex King Re: U Power Limited Registration Statement on Form F-1 File No. 333-275654 Dear Mr. King: Pursuant to Rule 461 of the General Rules and Regulations of the U.S. Securities and Exchange Commission under the Securities Act of 1933, as amended (th |
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| November 20, 2023 |
As filed with the U.S. Securities and Exchange Commission on November 17, 2023. As filed with the U.S. Securities and Exchange Commission on November 17, 2023. Registration No. [●] UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM F-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 U Power Limited (Exact name of registrant as specified in its charter) Cayman Islands 5500 Not Applicable (State or other jurisdiction of incorporation or organiz |
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| November 20, 2023 |
Exhibit 107 Calculation of Filing Fee Tables F-1 (Form Type) U Power Limited (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Fee Proposed Proposed Calculation Maximum Maximum or Carry Offering Aggregate Amount of Security Security Forward Amount Price Per Offering Registration Type Class Title Rule Registered Unit Price Fee Rate Fee Fees to Be Paid Equity Units, each consisting of one Ordinary Share, par value $0. |
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| November 20, 2023 |
Exhibit 4.4 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”), dated as of [●], 2023, is by between U Power Limited, a company organized under the laws of the Cayman Islands (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”). WHEREAS, subject to |
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| November 20, 2023 |
Exhibit 4.2 SERIES A WARRANT Warrant Shares: [] Issue Date: THIS ORDINARY SHARE PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after [], and on or prior to 5:00 p.m. (New York City time) on [], (the “Termination Date” |
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| November 20, 2023 |
Exhibit 1.1 PLACEMENT AGENCY AGREEMENT [], 2023 Univest Securities, LLC 75 Rockefeller Plaza , Suite 1838 New York, NY, 10019 Ladies and Gentlemen: Subject to the terms and conditions of this agreement (this “Agreement”) and the Transaction Documents (as defined below), U Power Limited, a Cayman Islands exempted company (the “Company”), hereby agrees to sell an aggregate of [*] units (the “Units”) |
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| November 20, 2023 |
Principal Subsidiaries of the Registrant Exhibit 21.1 Principal Subsidiaries of the Registrant Entity Date of Incorporation Place of Incorporation % of Ownership U Power Limited June 17, 2021 Cayman Islands Parent Youcang Limited June 30, 2021 BVI 100% Energy U Limited July 19, 2021 Hong Kong 100% U Robur Limited January 5, 2022 British Virgin Islands 100% U Robur Limited January 24, 2022 Hong Kong 100% Shandong Yousheng New Energy Techn |
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| November 20, 2023 |
Exhibit 10.20 Form of Lock-Up Agreement , 2023 Univest Securities, LLC 75 Rockefeller Plaza , Suite 1838 New York, NY, 10019 As Placement Agent, pursuant to a Placement Agency Agreement between Univest Securities, LLC and U Power Limited, dated , 2023 Re: Offering and Sale of Securities of U Power Limited Ladies and Gentlemen: The undersigned understands that you (the “Placement Agent”) propose to |
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| November 20, 2023 |
Exhibit 4.3 SERIES B WARRANT Warrant Shares: [] Issue Date: THIS ORDINARY SHARE PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after [], and on or prior to 5:00 p.m. (New York City time) on [] (the “Termination Date”) |
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| October 23, 2023 |
U Power Limited October 23, 2023 Via Edgar Mr. Alex King Mr. Bradley Ecker Division of Corporation Finance Office of Manufacturing U.S. Securities and Exchange Commission Re: U Power Limited Draft Registration Statement on Form F-1 Submitted September 13, 2023 CIK No. 0001939780 Dear Messrs. King and Ecker: This letter is in response to the letter dated October 10, 2023, from the staff (the “Staff |
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| October 10, 2023 |
U POWER LIMITED INDEX TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS Exhibit 99.1 U POWER LIMITED INDEX TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS Page(s) CONDENSED CONSOLIDATED BALANCE SHEETS AS OF DECEMBER 31, 2022 AND JUNE 30, 2023 (UNAUDITED) F-2 UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME FOR THE SIX MONTHS ENDED JUNE 30, 2022 AND 2023 F-3 UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY FOR THE SIX MONTS ENDED JU |
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| October 10, 2023 |
Exhibit 99.2 OPERATING AND FINANCIAL REVIEW AND PROSPECTS The following discussion of the financial condition and results of operations is based upon and should be read in conjunction with the unaudited financial results and the related notes for the six (6) months ended June 30, 2023. Overview We are a vehicle sourcing service provider in China, with a vision to become an electrical vehicle (“EV” |
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| October 10, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of October 2023 Commission file number: 001-41679 U Power Limited 2F, Zuoan 88 A, Lujiazui, Shanghai, People’s Republic of China (Address of principal executive offices) Indicate by check mark whe |
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| August 22, 2023 |
Exhibit 4.11 Sales Contract Party A: Quanzhou Shengyue New Energy Technology Co., Ltd. (referred to as “Party A”) Party B: Youpin Auto Service (Shandong) Co., Ltd. (referred to as “Party B”) Signing place: Zibo Signing time: June 27, 2022 Party A and Party B, in accordance with the Civil Code of the People’s Republic of China and other relevant laws and regulations, based on the principle of volun |
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| August 22, 2023 |
CERTIFICATION OF CHIEF FINANCIAL OFFICER PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 EXHIBIT 12.2 CERTIFICATION OF CHIEF FINANCIAL OFFICER PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Bingyi Zhao, certify that: 1. I have reviewed this annual report on Form 20-F of U Power Limited (the “Company”); 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in l |
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| August 22, 2023 |
Exhibit 2.3 Description of rights of each class of securities registered under Section 12 of the Securities Exchange Act of 1934 (the “Exchange Act”) Ordinary shares of U Power Limited, (“we,” “our,” “our company,” or “us”) are listed and traded on the Nasdaq Capital Market and, in connection with this listing (but not for trading), the ordinary shares are registered under Section 12(b) of the Exc |
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| August 22, 2023 |
Settlement Agreement (2023) Zhe 07 Min Zhong 1537 Exhibit 4.17 Settlement Agreement (2023) Zhe 07 Min Zhong 1537 Appellant (Original Defendant): Zhejiang Youguan Automotive Service Co., Ltd., with its registered address at Building 1-2, Exhibition Center, No. 32 Kaifa Avenue, Baiyang Street, Wuyi County, Jinhua City, Zhejiang Province. Legal Representative: Jia Fengyong, Executive Director, General Manager. Appellant (Original Defendant): Anhui Y |
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| August 22, 2023 |
EXHIBIT 13.2 CERTIFICATION OF THE CHIEF FINANCIAL OFFICER PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Annual Report of U Power Limited (the “Company”) on Form 20-F for the year ended December 31, 2022, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Bingyi Zhao, Chief Fina |
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| August 22, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT O |
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| August 22, 2023 |
CERTIFICATION OF CHIEF EXECUTIVE OFFICER PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 EXHIBIT 12.1 CERTIFICATION OF CHIEF EXECUTIVE OFFICER PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Jia Li, certify that: 1. I have reviewed this annual report on Form 20-F of U Power Limited (the “Company”); 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light |
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| August 22, 2023 |
EXHIBIT 13.1 CERTIFICATION OF CHIEF EXECUTIVE OFFICER PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Annual Report of U Power Limited (the “Company”) on Form 20-F for the year ended December 31, 2022, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Jia Li, Chief Executive Off |
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| August 22, 2023 |
Exhibit 4.14 QS2021 Contract No.: Xiangrong 202184008 Project Finance Loan Contract Certified as correct with the original Checker: Shang Wenhao, Gao Chuanbo Borrower: Youxu New Energy Technology (Zibo) Co., Ltd.（seal） QISHANG BANK 1/32 Important notes for signing up In order to safeguard your legitimate rights and interests, please read the following matters carefully before signing this contract |
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| August 22, 2023 |
Exhibit 4.13 Subscription Agreement Zhejiang Youguan Automobile Service Co., Ltd. Private Placement of Corporate Bonds that Can be Converted into Equity in 2020 Subscription Agreement This Subscription Agreement (referred to as “this Agreement”) for Private Placement of Corporate Bonds (hereinafter referred to as “the Bonds”) that Can be Converted into Equity in 2020 for Zhejiang Youguan Automobil |
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| August 22, 2023 |
Exhibit 4.15 Customized Passenger Transport Semi-Automatic Battery-Swapping Station Equipment Sales Agreement (Agreement Number: YXXC2022-1206) Date: 2022.12.22 Buyer: Xuchang Dingsheng Power Equipment Installation Co., Ltd. Address: 30 meters south of the intersection of South Yan’an Road and Xuyu Road, Xuchang City, Henan Province Unified Social Credit Code: 914110005724864805 Legal Representati |
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| August 22, 2023 |
Investment Agreement on Joint Venture of Huzhou Zheyou New Energy Sales Co., Ltd. Exhibit 4.12 Investment Agreement on Joint Venture of Huzhou Zheyou New Energy Sales Co., Ltd. The investment agreement on the joint venture establishment of Huzhou Zheyou New Energy Sales Co., Ltd. (hereinafter referred to as the “Agreement”) was signed in Huzhou City on April 15, 2022 by the following two parties: (1) Zhejiang Petroleum Comprehensive Energy Sales Co., Ltd. (hereinafter referred |
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| August 22, 2023 |
Procurement contract of Battery swapping station equipment Exhibit 4.16 Procurement contract of Battery swapping station equipment Project name: Passenger Car battery swapping station Project Contract No.: ZSYZ-FW-2207006 Signing place: Hangzhou Signing date: 07,2022 Procurement contract of Battery swapping station equipment Buyer: Zhejiang Petroleum Integrated Energy Sales Co., LTD. (hereinafter referred to as “Party A”) Address: 15 / F, Building A, West |
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| June 8, 2023 |
Exhibit 99.1 June 8, 2023 Securities and Exchange Commission 100 F Street N.E. Washington, D.C. 20549 WWC, P.C. (“WWC”) has been furnished with a copy of the disclosures in the Form 6-K for the event that occurred on May 10, 2023 to be filed by WWC’s former client, U Power Limited (the “Company”). WWC does not disagree with the Company’s statements regarding WWC contained in the Form 6-K. WWC has |
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| June 8, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2023 Commission file number: 001-41679 U Power Limited 2F, Zuoan 88 A, Lujiazui, Shanghai, People’s Republic of China (Address of principal executive offices) Indicate by check mark whethe |
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| May 1, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): ☐ Form 10-K ☒ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: December 31, 2022 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q For the Transition Pe |
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| April 26, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of April 2023 Commission File Number: 001-41679 U Power Limited 2F, Zuoan 88 A, Lujiazui, Shanghai, People’s Republic of China (Address of principal executive offices) Indicate by check mark wheth |
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| April 24, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of April 2023 Commission File Number: 001-41679 U Power Limited 2F, Zuoan 88 A, Lujiazui, Shanghai, People’s Republic of China (Address of principal executive offices) Indicate by check mark wheth |
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| April 24, 2023 |
U Power Limited Announces Pricing Initial Public Offering Exhibit 99.1 U Power Limited Announces Pricing Initial Public Offering Shanghai, China, April 20, 2023 (GLOBE NEWSWIRE) - U Power Limited (the “Company” or “U Power”), a vehicle sourcing services provider with a vision to becoming a comprehensive EV battery power solution provider in China, today announced the pricing of its initial public offering (the “Offering”) of 2,416,667 ordinary shares at |
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| April 24, 2023 |
U Power Limited Announces Closing of Initial Public Offering Exhibit 99.2 U Power Limited Announces Closing of Initial Public Offering Shanghai, China, April 24, 2023 (GLOBE NEWSWIRE) - U Power Limited (Nasdaq: UCAR) (the “Company” or “U Power”), a vehicle sourcing services provider with a vision to becoming a comprehensive EV battery power solution provider in China, today announced the closing of its initial public offering (the “Offering”) of 2,416,667 o |
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| April 24, 2023 |
Underwriting Agreement dated April 19, 2023 Exhibit 1.1 2,416,667 Ordinary Shares U POWER LIMITED ORDINARY SHARES, PAR VALUE US$ 0.0000001 PER SHARE UNDERWRITING AGREEMENT April 19, 2023 WestPark Capital, Inc. 1800 Century Park East, Suite 220, Los Angeles, CA 90077 United States As Representative of the several Underwriters named in Schedule I hereto Ladies and Gentlemen: U Power Limited, an exempted company incorporated with limited liabi |
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| April 21, 2023 |
2,416,667 Ordinary Shares U Power Limited PROSPECTUS, DATED april 19, 2023 Filed pursuant to Rule 424(b)(4) Registration No. |
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| March 31, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 U Power Limited (Exact name of registrant as specified in its charter) Cayman Islands Not applicable (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification |
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| March 30, 2023 |
March 30, 2023 WestPark Capital, Inc. 1800 Century Park East, Suite 220, Los Angeles, CA 90077, United States as representative of the several underwriters Via EDGAR Ms. Erin Purnell U.S. Securities and Exchange Commission Division of Corporation Finance Office of Industrial Applications and Services 100 F Street, NE Washington, D.C. 20549 Re: U Power Limited (CIK No. 0001939780) Registration Stat |
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| March 30, 2023 |
U Power Limited 2F, Zuoan 88 A, Lujiazui, Shanghai, People’s Republic of China U Power Limited 2F, Zuoan 88 A, Lujiazui, Shanghai, People’s Republic of China VIA EDGAR March 30, 2023 Ms. |
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| March 28, 2023 |
As filed with the U.S. Securities and Exchange Commission on March 27, 2023. As filed with the U.S. Securities and Exchange Commission on March 27, 2023. Registration No. 333-268949 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 5 To FORM F-1 REGISTRATION STATEMENT Under The Securities Act of 1933 U Power Limited (Exact name of Registrant as specified in its charter) Not Applicable (Translation of Registrant’s name into English) Cayma |
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| March 28, 2023 |
Form of Underwriting Agreement Exhibit 1.1 [●] Ordinary Shares U POWER LIMITED ORDINARY SHARES, PAR VALUE US$ 0.0000001 PER SHARE UNDERWRITING AGREEMENT [●], 2023 WestPark Capital, Inc. 1800 Century Park East, Suite 220, Los Angeles, CA 90077 United States As Representative of the several Underwriters named in Schedule I hereto Ladies and Gentlemen: U Power Limited, an exempted company incorporated with limited liability under |
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| March 17, 2023 |
March 17, 2023 Via Edgar Ms. Erin Purnell Office of Manufacturing U.S. Securities and Exchange Commission Re: U Power Limited Amendment No. 3 to Registration Statement on Form F-1 March 15, 2023 File No. 333-268949 Dear Ms. Purnell: This letter is in response to the letter dated March 15, 2023, from the staff (the “Staff”) of the U.S. Securities and Exchange Commission (the “Commission”) addressed |
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| March 17, 2023 |
As filed with the U.S. Securities and Exchange Commission on March 17, 2023. As filed with the U.S. Securities and Exchange Commission on March 17, 2023. Registration No. 333-268949 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 4 To FORM F-1 REGISTRATION STATEMENT Under The Securities Act of 1933 U Power Limited (Exact name of Registrant as specified in its charter) Not Applicable (Translation of Registrant’s name into English) Cayma |
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| March 17, 2023 |
Exhibit 99.2 观韬中茂律师事务所 Guantao Law Firm 中国北京市西城区金融大街5号 新盛大厦B座19层 邮编：100032 Tel：86 10 66578066 Fax：86 10 66578016 E-mail：[email protected] http：// www.guantao.com 19/F, Tower B, Xinsheng Plaza, 5 Finance Street, Xicheng District, Beijing 100032, China March 17, 2023 To: U Power Limited 2F, Zuoan 88 A, Lujiazui, Shanghai, People’s Republic of China Re: Legal Opinion on Certain PRC Legal Matters De |
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| March 14, 2023 |
U POWER LIMITED March 2023 Roadshow Presentation Free Writing Prospectus dated March 14, 2023 Filed Pursuant to Rule 433 of the Securities Act of 1933, as amended Relating to Preliminary Prospectus dated March 13 , 2023 Registration Statement No. |
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| March 13, 2023 |
As filed with the U.S. Securities and Exchange Commission on March 13, 2023. As filed with the U.S. Securities and Exchange Commission on March 13, 2023. Registration No. 333-268949 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 3 To FORM F-1 REGISTRATION STATEMENT Under The Securities Act of 1933 U Power Limited (Exact name of Registrant as specified in its charter) Not Applicable (Translation of Registrant’s name into English) Cayma |
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| March 13, 2023 |
Exhibit 107 Calculation of Filing Fee Tables F-1 (Form Type) U Power Limited (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Fee Proposed Calculation Maximum Maximum Security or Carry Offering Aggregate Amount of Security Class Forward Amount Price Per Offering Registration Type Title Rule Registered Unit Price(1) Fee Rate Fee(2) Fees To Be Paid(5) Equity Ordinary shares, par value $0. |
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| March 9, 2023 |
As filed with the U.S. Securities and Exchange Commission on March 8, 2023. As filed with the U.S. Securities and Exchange Commission on March 8, 2023. Registration No. 333-268949 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 2 To FORM F-1 REGISTRATION STATEMENT Under The Securities Act of 1933 U Power Limited (Exact name of Registrant as specified in its charter) Not Applicable (Translation of Registrant’s name into English) Cayman |
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| March 9, 2023 |
Form of Underwriting Agreement Exhibit 1.1 [●] Shares U POWER LIMITED ORDINARY SHARES, PAR VALUE US$ 0.0000001 PER SHARE UNDERWRITING AGREEMENT [●], 2023 AMTD Wealth Management Solutions Group Limited 23/F-25/F, Nexxus Building, 41 Connaught Road Central, Hong Kong WestPark Capital, Inc. 1800 Century Park East, Suite 220, Los Angeles, CA 90077 United States1 As Representatives of the several Underwriters named in Schedule I her |
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| March 9, 2023 |
Exhibit 107 Calculation of Filing Fee Tables F-1 (Form Type) U Power Limited (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Fee Proposed Calculation Maximum Maximum Security or Carry Offering Aggregate Amount of Security Class Forward Amount Price Per Offering Registration Type Title Rule Registered Unit Price(1) Fee Rate Fee(2) Fees To Be Paid Equity Ordinary shares, par value $0. |
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| March 9, 2023 |
Exhibit 99.2 观韬中茂律师事务所 Guantao Law Firm 中国北京市西城区金融大街5号 新盛大厦B座19层 邮编：100032 Tel：86 10 66578066 Fax：86 10 66578016 E-mail：[email protected] http：// www.guantao.com 19/F, Tower B, Xinsheng Plaza, 5 Finance Street, Xicheng District, Beijing 100032, China March 8, 2023 To: U Power Limited 2F, Zuoan 88 A, Lujiazui, Shanghai, People’s Republic of China Re: Legal Opinion on Certain PRC Legal Matters Dea |
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| March 8, 2023 |
March 8, 2023 Via Edgar Ms. Erin Purnell Division of Corporation Finance Office of Manufacturing U.S. Securities and Exchange Commission Re: U Power Limited Amendment No. 1 to Registration Statement on Form F-1 February 14, 2023 File No. 333-268949 Dear Ms. Purnell: This letter is in response to the letter dated February 17, 2023, from the staff (the “Staff”) of the U.S. Securities and Exchange Co |
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| February 14, 2023 |
Form of Underwriting Agreement Exhibit 1.1 [●] Shares U POWER LIMITED ORDINARY SHARES, PAR VALUE US$ 0.0000001 PER SHARE UNDERWRITING AGREEMENT [●], 2023 AMTD Global Markets Limited 23/F-25/F, Nexxus Building, 41 Connaught Road Central, Hong Kong [Other Underwriter's name and address]1 As Representatives of the several Underwriters named in Schedule I hereto Ladies and Gentlemen: U Power Limited, an exempted company incorporate |
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| February 14, 2023 |
As filed with the U.S. Securities and Exchange Commission on February 14, 2023. As filed with the U.S. Securities and Exchange Commission on February 14, 2023. Registration No. 333-268949 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 1 To FORM F-1 REGISTRATION STATEMENT Under The Securities Act of 1933 U Power Limited (Exact name of Registrant as specified in its charter) Not Applicable (Translation of Registrant’s name into English) Ca |
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| February 14, 2023 |
Employment Agreements by and between executive officers and the Registrant Exhibit 10.1 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (the “Agreement”), is entered into as of 15 February 2022, by and between U Power Limited, a company incorporated and existing under the laws of Cayman Islands (the “Company”), and Bingyi Zhao, an individual (the “Executive”). The term “Company” as used herein with respect to all obligations of the Executive hereunder shall be deemed to i |
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| February 14, 2023 |
Exhibit 99.2 |
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| February 14, 2023 |
Amended and Restated Memorandum and Articles of Associations Exhibit 3.1 THE COMPANIES ACT (AS REVISED) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES AMENDED AND RESTATED MEMORANDUM OF ASSOCIATION OF U POWER LIMITED (Adopted by a Special Resolution passed on December 20, 2022 and effective immediately prior to the completion of the initial public offering of the Company’s Ordinary Shares) 1. The name of the Company is U Power Limited. 2. The Registered Of |
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| February 14, 2023 |
Indemnification Agreements between the Registrant and its directors and officers Exhibit 10.2 INDEMNIFICATION AGREEMENT This Indemnification Agreement (this “Agreement”) is entered into as of 15 February 2022 by and between U Power Limited, a Cayman Islands company (the “Company”), and the undersigned, a director and/or an officer of the Company (“Indemnitee”), as applicable. RECITALS The Board of Directors of the Company (the “Board of Directors”) has determined that the inab |
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| February 14, 2023 |
February 14, 2023 Via Edgar Mr. Charles Eastman Division of Corporation Finance Office of Manufacturing U.S. Securities and Exchange Commission Re: U Power Limited Registration Statement on Form F-1 Filed December 22, 2022 File No. 333-268949 Dear Mr. Eastman: This letter is in response to the letter dated January 3, 2023, from the staff (the “Staff”) of the Securities and Exchange Commission (the |
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| December 22, 2022 |
Exhibit 21.1 Principal Subsidiaries of the Registrant Entity Date of Incorporation Place of Incorporation % of Ownership U Power Limited June 17, 2021 Cayman Islands Parent Youcang Limited June 30, 2021 BVI 100% Energy U Limited July 19, 2021 Hong Kong 100% Shandong Yousheng New Energy Technology Development Co., Ltd. July 27, 2022 PRC 100% Anhui Yousheng New Energy Co., Ltd. May 16, 2013 PRC 100% |
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| December 22, 2022 |
Registrant’s Specimen Certificate for Ordinary Shares Exhibit 4.1 SHARE CERTIFICATE Number of certificate Number of shares U POWER LIMITED COMPANY NUMBER [NUMBER] This is to certify that [Name] of [Address] is the registered holder of [Number] [Share Class] shares of [Value] each being [partly paid to the extent of [amount in words] [amount in numerals] per share]]/[fully paid][and numbered [number]] in the above-named company, subject to the memoran |
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| December 22, 2022 |
CORRESP 1 filename1.htm December 22, 2022 Via Edgar Mr. Charles Eastman Division of Corporation Finance Office of Manufacturing U.S. Securities and Exchange Commission Re: U Power Limited Amended Draft Registration Statement on Form F-1 Submitted November 16, 2022 CIK No. 0001939780 Dear Mr. Eastman: This letter is in response to the letter dated November 30, 2022, from the staff (the “Staff”) of |
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| December 22, 2022 |
Form of Employment Agreement by and between executive officers and the Registrant Exhibit 10.1 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (the ?Agreement?), is entered into as of [DATE], by and between U Power Limited, a company incorporated and existing under the laws of Cayman Islands (the ?Company?), and [*], an individual (the ?Executive?). The term ?Company? as used herein with respect to all obligations of the Executive hereunder shall be deemed to include the Company |
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| December 22, 2022 |
Code of Business Conduct and Ethics of the Registrant Exhibit 14.1 CODE OF BUSINESS CONDUCT AND ETHICS OF U OWER LIMITED INTRODUCTION Purpose This Code of Business Conduct and Ethics (this ?Code?) contains general guidelines for the conduct of business of U Power Limited, a Cayman Islands company (the ?Company?), consistent with the highest standards of business ethics. To the extent where this Code requires a higher standard than required by commerc |
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| December 22, 2022 |
Form of Amended and Restated Memorandum and Articles of Associations EX-3.1 2 ff12022ex3-1upower.htm FORM OF AMENDED AND RESTATED MEMORANDUM AND ARTICLES OF ASSOCIATIONS Exhibit 3.1 THE COMPANIES ACT (AS REVISED) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES AMENDED AND RESTATED MEMORANDUM OF ASSOCIATION OF U POWER LIMITED (Adopted by a Special Resolution passed on [●] 2022 and effective immediately prior to the completion of the initial public offering of the Co |
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| December 22, 2022 |
Exhibit 10.10 Venue Lease Agreement Party A (Lessor): Quanzhou Xinao Transportation Energy Development Co., Ltd. Unified social credit code: 913505025747422819 Party B (lessee): Shanghai Youxu New Energy Technology Co., Ltd. Social credit code: 91310115MA1HBK8P4X Contract signing date: (year) (month) (day) Contract signing place: Quanzhou City, Fujian Province Contract number: Given: Party A has t |
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| December 22, 2022 |
EX-99.1 19 ff12022ex99-1upower.htm CONSENT OF FROST & SULLIVAN Exhibit 99.1 December, 2022 U Power Limited 2F, Zuoan 88 A, Lujiazui, Shanghai, People’s Republic of China Re: Consent of Frost & Sullivan (Beijing) Inc., Shanghai Branch Co. Dear U.S. Securities and Exchange Commission Staff, We understand that U Power Limited (the “Company”) intends to file file a Registration Statement on Form F-1 ( |
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| December 22, 2022 |
Exhibit 10.7 Lease agreement for factory and office building The Lessor (hereinafter referred to as Party A): Anhui Juhu Door and Window Technology Co. The Lessee (hereinafter referred to as Party B): Upincar Group Co., Ltd. After friendly consultation between A and B, according to the Civil Code of the People?s Republic of China and the relevant provisions of the national and local governments on |
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| December 22, 2022 |
Exhibit 10.4 Framework Cooperation Agreement Party A: Dongfeng Liuzhou Motor Co., Ltd. Party B: Shanghai Youxu New Energy Technology Co., Ltd. Considering that: Party A is a key state-owned automobile R&D and production enterprise in Liuzhou under the Dongfeng Motor Group, and has a comprehensive automobile production and R&D system; Party B is a wholly-owned subsidiary of Youpin Automobile Group, |
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| December 22, 2022 |
As filed with the U.S. Securities and Exchange Commission on December 22, 2022. As filed with the U.S. Securities and Exchange Commission on December 22, 2022. Registration No. 333-[ ] UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM F-1 REGISTRATION STATEMENT Under The Securities Act of 1933 U Power Limited (Exact name of Registrant as specified in its charter) Not Applicable (Translation of Registrant?s name into English) Cayman Islands 5500 Not |
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| December 22, 2022 |
Exhibit 10.9 Project Cooperation Agreement Agreement Number: Party A: Quanzhou Xinao Transportation Energy Development Co., Ltd. Social credit code: Party B: Shanghai Youxu New Energy Technology Co., Ltd. Social credit code: 91310115MA1HBK8P4X After friendly negotiation, Party A and Party B have reached an agreement on the promotion project of electric vehicle battery swapping mode in Quanzhou, an |
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| December 22, 2022 |
Exhibit 99.3 CONSENT OF XIAOCHUN LI U Power Limited (the ?Company?) intends to file a Registration Statement on Form F-1 (together with any amendments or supplements thereto, the ?Registration Statement?) registering securities for issuance in its initial public offering. As required by Rule 438 under the Securities Act of 1933, as amended, the undersigned hereby consents to being named in the Reg |
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| December 22, 2022 |
Exhibit 107 Calculation of Filing Fee Tables ???????????F-1????????? (Form Type) ????????????????U Power Limited??????????????? (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Fee Proposed Calculation Maximum Maximum Security or Carry Offering Aggregate Amount of Security Class Forward Amount Price Per Offering Registration Type Title Rule Registered Unit Price(1) Fee Rate Fee(2) Fees To Be Paid Equity Ordinary shares, par value $0. |
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| December 22, 2022 |
Exhibit 99.5 CONSENT OF BO LYU U Power Limited (the ?Company?) intends to file a Registration Statement on Form F-1 (together with any amendments or supplements thereto, the ?Registration Statement?) registering securities for issuance in its initial public offering. As required by Rule 438 under the Securities Act of 1933, as amended, the undersigned hereby consents to being named in the Registra |
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| December 22, 2022 |
EX-10.3 8 ff12022ex10-3upower.htm ENGLISH TRANSLATION OF COORPERATION AGREEMENT BY AND BETWEEN FAW JIEFANG QINGDAO AUTOMOBILE CO., LTD. AND SHANGHAI YOUXU NEW ENERGY TECHNOLOGY CO., LTD. DATED SEPTEMBER 28, 2021 Exhibit 10.3 Framework Cooperation Agreement Party A: FAW Jiefang Qingdao Automobile Co., Ltd. Party B: Shanghai Youxu New Energy Technology Co., Ltd. In the spirit of honesty and trustwor |
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| December 22, 2022 |
Form of Indemnification Agreement between the Registrant and its directors and officers Exhibit 10.2 INDEMNIFICATION AGREEMENT This Indemnification Agreement (this ?Agreement?) is entered into as of [*], 2022 by and between U Power Limited, a Cayman Islands company (the ?Company?), and the undersigned, a director and/or an officer of the Company (?Indemnitee?), as applicable. RECITALS The Board of Directors of the Company (the ?Board of Directors?) has determined that the inability t |
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| December 22, 2022 |
Exhibit 99.4 CONSENT OF QUANSHI CHEN U Power Limited (the ?Company?) intends to file a Registration Statement on Form F-1 (together with any amendments or supplements thereto, the ?Registration Statement?) registering securities for issuance in its initial public offering. As required by Rule 438 under the Securities Act of 1933, as amended, the undersigned hereby consents to being named in the Re |
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| December 22, 2022 |
English translation of Lease Agreement of the Zibo Factory dated December 28, 2021 EX-10.8 13 ff12022ex10-8upower.htm ENGLISH TRANSLATION OF LEASE AGREEMENT OF THE ZIBO FACTORY DATED DECEMBER 28, 2021 Exhibit 10.8 Zhangdian Innovation and Entrepreneurship Center and Standard Workshop Project (Phase I) Plant lease contract December 2021 Lessor (Party A): Shandong Qiying Industrial Investment Development Co., Ltd. Address: Room 818, R&D Building, Pioneer Park, Zibo Science and Tec |
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| December 22, 2022 |
English translation of Capital Increase Agreement dated December 31, 2021 Exhibit 10.6 Youxu New Energy Technology (Zibo) Co., Ltd. Capital Increase Agreement December 2021 Shandong Zibo Youxu New Energy Technology (Zibo) Co., Ltd. Capital Increase Agreement Party A: Shandong Qiying Industrial Investment Development Co., Ltd. Legal representative: Jia Muyue Business license number: 9137030366934434XA Party B: Youxu New Energy Technology (Zibo) Co., Ltd. (hereinafter ref |
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| December 22, 2022 |
Exhibit 10.5 Strategic Partnership Agreement Agreement no.??2021?SHXNY-07-003 Place of performance: 123 Donghuan Road, Shiyan Party A: HUBEI TRI-RING MOTOR CO., LTD Party B: Youpin Automotive Services (Shanghai) Co., Ltd. After friendly exchanges and negotiations between the two sides, the strategic cooperation of new energy battery swappable tractors and light trucks will be carried out on the pr |
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| November 16, 2022 |
Exhibit 10.9 Project Cooperation Agreement Agreement Number: Party A: Quanzhou Xinao Transportation Energy Development Co., Ltd. Social credit code: Party B: Shanghai Youxu New Energy Technology Co., Ltd. Social credit code: 91310115MA1HBK8P4X After friendly negotiation, Party A and Party B have reached an agreement on the promotion project of electric vehicle battery swapping mode in Quanzhou, an |
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| November 16, 2022 |
DRS/A 1 filename1.htm Confidential Draft No. 2 as confidentially submitted to the U.S. Securities and Exchange Commission on November 16, 2022. This draft registration statement has not been publicly filed with the Securities and Exchange Commission and all information herein remains strictly confidential. Registration No. 333-[ ] UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 2 |
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| November 16, 2022 |
Exhibit 10.10 Venue Lease Agreement Party A (Lessor): Quanzhou Xinao Transportation Energy Development Co., Ltd. Unified social credit code: 913505025747422819 Party B (lessee): Shanghai Youxu New Energy Technology Co., Ltd. Social credit code: 91310115MA1HBK8P4X Contract signing date: (year) (month) (day) Contract signing place: Quanzhou City, Fujian Province Contract number: Given: Party A has t |
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| November 16, 2022 |
DRSLTR 1 filename1.htm November 16, 2022 Via Edgar Ms. Erin Purnell Division of Corporation Finance Office of Manufacturing U.S. Securities and Exchange Commission Re: U Power Limited Draft Registration Statement on Form F-1 Submitted August 12, 2022 CIK No. 0001939780 Dear Ms. Purnell: This letter is in response to the letter dated September 8, 2022, from the staff (the “Staff”) of the Securities |
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| August 12, 2022 |
Exhibit 4.1 SHARE CERTIFICATE Number of certificate Number of shares U POWER LIMITED COMPANY NUMBER [NUMBER] This is to certify that [Name] of [Address] is the registered holder of [Number] [Share Class] shares of [Value] each being [partly paid to the extent of [amount in words] [amount in numerals] per share]]/[fully paid][and numbered [number]] in the above-named company, subject to the memoran |
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| August 12, 2022 |
Strategic Partnership Agreement Exhibit 10.5 Strategic Partnership Agreement Agreement no.??2021?SHXNY-07-003 Place of performance: 123 Donghuan Road, Shiyan Party A: HUBEI TRI-RING MOTOR CO., LTD Party B: Youpin Automotive Services (Shanghai) Co., Ltd. After friendly exchanges and negotiations between the two sides, the strategic cooperation of new energy battery swappable tractors and light trucks will be carried out on the pr |
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| August 12, 2022 |
Framework Cooperation Agreement Exhibit 10.3 Framework Cooperation Agreement Party A: FAW Jiefang Qingdao Automobile Co., Ltd. Party B: Shanghai Youxu New Energy Technology Co., Ltd. In the spirit of honesty and trustworthiness, reciprocity and mutual benefit, A and B form a cooperative partnership through friendly discussions. In future common development of Party Aand B, the two parties will jointly use the resources of both s |
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| August 12, 2022 |
DRS 1 filename1.htm Confidential Draft No. 1 as confidentially submitted to the U.S. Securities and Exchange Commission on August 12, 2022. This draft registration statement has not been publicly filed with the Securities and Exchange Commission and all information herein remains strictly confidential. Registration No. 333-[ ] UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 |
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| August 12, 2022 |
Framework Cooperation Agreement Exhibit 10.4 Framework Cooperation Agreement Party A: Dongfeng Liuzhou Motor Co., Ltd. Party B: Shanghai Youxu New Energy Technology Co., Ltd. Considering that: Party A is a key state-owned automobile R&D and production enterprise in Liuzhou under the Dongfeng Motor Group, and has a comprehensive automobile production and R&D system; Party B is a wholly-owned subsidiary of Youpin Automobile Group, |
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| August 12, 2022 |
Principal Subsidiaries of the Registrant Exhibit 21.1 Principal Subsidiaries of the Registrant Entity Date of Incorporation Place of Incorporation % of Ownership U Power Limited June 17, 2021 Cayman Islands Parent Youcang Limited June 30, 2021 BVI 100% Energy U Limited July 19, 2021 Hong Kong 100% Shandong Yousheng New Energy Technology Development Co., Ltd. July 27, 2022 PRC 100% Anhui Yousheng New Energy Co., Ltd. May 16, 2013 PRC 100% |
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| August 12, 2022 |
Exhibit 10.6 Youxu New Energy Technology (Zibo) Co., Ltd. Capital Increase Agreement December 2021 Shandong Zibo Youxu New Energy Technology (Zibo) Co., Ltd. Capital Increase Agreement Party A: Shandong Qiying Industrial Investment Development Co., Ltd. Legal representative: Jia Muyue Business license number: 9137030366934434XA Party B: Youxu New Energy Technology (Zibo) Co., Ltd. (hereinafter ref |
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| August 12, 2022 |
Exhibit 3.1 THE COMPANIES ACT (AS REVISED) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES AMENDED AND RESTATED MEMORANDUM OF ASSOCIATION OF U POWER LIMITED (Adopted by a Special Resolution passed on [?] 2022 and effective immediately prior to the completion of the initial public offering of the Company?s Ordinary Shares) 1. The name of the Company is U Power Limited. 2. The Registered Office of t |
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| August 12, 2022 |
Lease agreement for factory and office building Exhibit 10.7 Lease agreement for factory and office building The Lessor (hereinafter referred to as Party A): Anhui Juhu Door and Window Technology Co. The Lessee (hereinafter referred to as Party B): Upincar Group Co., Ltd. After friendly consultation between A and B, according to the Civil Code of the People?s Republic of China and the relevant provisions of the national and local governments on |
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| August 12, 2022 |
Exhibit 10.8 Zhangdian Innovation and Entrepreneurship Center and Standard Workshop Project (Phase I) Plant lease contract December 2021 Lessor (Party A): Shandong Qiying Industrial Investment Development Co., Ltd. Address: Room 818, R&D Building, Pioneer Park, Zibo Science and Technology Industrial Park, No. 69, West Shou, Sanying Road, Fangzhen Town, Zhangdian District, Zibo City, Shandong Provi |
