ROBO.AI INC. (AIIO) Form 424B3 — Aug 31, 2026
Robo.ai Inc. filed Prospectus Supplement No. 5 to its Form F-1 to register the resale of up to 22,343,750 Class B ordinary shares by a selling shareholder, tied to a senior convertible note facility of up to US$37.5 million. AIIO closed at US$2.27 on Nasdaq on August 28, 2026.
Key figures
- Debt Amount
- 12500000
- Maturity Date
- August 28, 2028
- Gross Proceeds
- 11500000
- Shares Offered
- 22343750
- Floor price
- $0.80, auto-stepping down to Adjusted Floor Price (20% of recent price) every six months
- Late charge rate
- 15% per annum
- Available cash test
- $1,000,000 as of each six-month measuring period
- Second note principal
- US$12.5 million
- Aggregate note facility
- up to US$37.5 million original principal
- Bid price trigger event
- Closing bid below $1.00 for 8 consecutive trading days
- Market price definition
- greater of 90% of lowest daily VWAP over 10 trading days and Floor Price
- Note purchase price oid
- US$920 per US$1,000 of principal
- Beneficial ownership cap
- 9.99%
- Closing price 2026 08 28
- 2.27
- Reverse split ratio range
- 5-for-1 up to 100-for-1 (if company ceases to be a foreign private issuer)
- Conversion rate multiplier
- 110% of Conversion Amount divided by lower of Conversion Price or Market Price
- Second note purchase price
- US$11.5 million
- Conversion price per note form
- $3.30, subject to adjustment
- Additional optional closing maximum
- $12,500,000 through November 30, 2026
- Event of default redemption premium
- 125%
- Change of control redemption premium
- 120%
- Stated fixed conversion price supplement
- US$2.20
AI analysis
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