Filing Details

Accession Number:
0001493152-25-008113
Form Type:
13D Filing
Publication Date:
2025-02-23 19:00:00
Filed By:
Hongwei Mu
Company:
Chijet Motor Company Inc.
Filing Date:
2025-02-24
SEC Url:
13D Filing
Ownership Summary

Please notice the below summary table is generated without human intervention and may contain errors. Please refer to the complete filing displayed below for exact figures.

Name Sole Voting Power Shared Voting Power Sole Dispositive Power Shared Dispositive Power Aggregate Amount Owned Power Percent of Class
Hongwei Mu 5,465,263 0 2,163,477 0 5,465,263 59.04%
Chijet Holdings Limited 0 0 2,163,477 0 2,163,477 23.37%
Lichun Wu 0 0 3,301,786 0 3,301,786 35.67%
Euroamer Kaiwan Technology Company Limited 0 0 3,301,786 0 3,301,786 35.67%
Filing





If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. Checkbox not checked

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).






SCHEDULE 13D



Comment for Type of Reporting Person:
The numbers in Rows 7 and 11 consist of: (A)(i) 1,737,397 class A ordinary shares, par value $0.003 per share ("Class A Ordinary Shares"), of Chijet Motor Company, Inc. (the "Company") held by Chijet Holdings Limited ("CHL") prior to the consummation of the cashless exercise of the warrant to purchase ordinary shares, as amended, issued to CHL on January 7, 2025 (the "CHL Cashless Exercise"), (ii) 426,080 Class A Ordinary Shares issued to CHL upon the CHL Cashless Exercise (the foregoing Class A Ordinary Shares, collectively, the "CHL Shares"); and (B) (i) 2,457,102 Class A Ordinary Shares held by Euroamer Kaiwan Technology Company Limited (the "EKT") prior to the consummation of the cashless exercise of the warrant to purchase ordinary shares, as amended, issued to EKT on January 7, 2025 (the "EKT Cashless Exercise"); and (ii) 844,684 Class A Ordinary Shares issued to EKT in the EKT Cashless Exercise (the foregoing Class A Ordinary Shares, collectively, the "EKT Shares"). Mr. Hongwei Mu is the director of CHL and as such, may be deemed to be the beneficial owner of the CHL Shares. Additionally, Mr. Mu may be deemed to be the beneficial owner of the EKT Shares by virtue of the Voting Agreement (as defined and described below). Mr. Mu disclaims any beneficial ownership of the reported shares other than to the extent of any pecuniary interest he may have therein, directly or indirectly. The Company, Hongwei Mu, CHL, and EKT entered into a voting agreement dated February 20, 2025 (the "Voting Agreement"). Under the terms of the Voting Agreement, all shareholders, including Euroamer and Chijet Holdings, agree to vote their shares in alignment with Mr. Mu's directives on matters requiring shareholder or board approval, particularly those related to the operation and development of the company, its subsidiaries, and affiliates. This includes matters such as the election of directors, corporate governance decisions, and other resolutions necessary for the company's strategic direction. Furthermore, the Voting Agreement provides Mr. Mu with an irrevocable proxy, allowing him to exercise voting rights on behalf of these shareholders if they fail to vote in accordance with the agreement within fifteen days of a written request. This proxy, which is coupled with an interest, is binding for the duration of the agreement and remains effective despite any changes in shareholder status, including death, disability, or entity restructuring. The Voting Agreement remains effective from February 20, 2025, through June 1, 2026, unless terminated earlier upon the liquidation or insolvency of the company or the transfer of shares by any shareholder subject to the agreement, in which case it ceases immediately. The numbers in Rows 7 and 11 reflect the result of the Voting Agreement, a copy of which is attached hereto as Exhibit 3 and is incorporated by reference herein in its entirety. The number in Row 9 consists of the CHL Shares. The percentage in Row 13 is calculated using a denominator of a total of 9,256,621 Class A Ordinary Shares outstanding as of February 19, 2025, as provided by the Company.


SCHEDULE 13D



Comment for Type of Reporting Person:
The numbers in Rows 9 and 11 consist of: (i) 1,737,397 class A ordinary shares, par value $0.003 per share ("Class A Ordinary Shares"), of Chijet Motor Company, Inc. (the "Company") held by Chijet Holdings Limited ("CHL") prior to the consummation of the cashless exercise of the warrant to purchase ordinary shares, as amended, issued to CHL on January 7, 2025 (the "CHL Cashless Exercise"), (ii) 426,080 Class A Ordinary Shares issued to CHL upon the CHL Cashless Exercise (the foregoing Class A Ordinary Shares, collectively, the "CHL Shares"). The Company, Hongwei Mu, CHL, and EKT entered into a voting agreement dated February 20, 2025 (the "Voting Agreement"). Under the terms of the Voting Agreement, all shareholders, including Euroamer and Chijet Holdings, agree to vote their shares in alignment with Mr. Mu's directives on matters requiring shareholder or board approval, particularly those related to the operation and development of the company, its subsidiaries, and affiliates. This includes matters such as the election of directors, corporate governance decisions, and other resolutions necessary for the company's strategic direction. Furthermore, the Voting Agreement provides Mr. Mu with an irrevocable proxy, allowing him to exercise voting rights on behalf of these shareholders if they fail to vote in accordance with the agreement within fifteen days of a written request. This proxy, which is coupled with an interest, is binding for the duration of the agreement and remains effective despite any changes in shareholder status, including death, disability, or entity restructuring. The Voting Agreement remains effective from February 20, 2025, through June 1, 2026, unless terminated earlier upon the liquidation or insolvency of the company or the transfer of shares by any shareholder subject to the agreement, in which case it ceases immediately. The numbers in Rows 7, 8 and 10 reflect the result of the Voting Agreement, a copy of which is attached hereto as Exhibit 3 and is incorporated by reference herein in its entirety. Mr. Hongwei Mu is the director of CHL and as such, may be deemed to be the beneficial owner of the CHL Shares. Additionally, Mr. Mu may be deemed to be the beneficial owner of the EKT Shares by virtue of the Voting Agreement (as defined and described below). Mr. Mu disclaims any beneficial ownership of the reported shares other than to the extent of any pecuniary interest he may have therein, directly or indirectly. The percentage in Row 13 is calculated using a denominator of a total of 9,256,621 Class A Ordinary Shares outstanding as of February 19, 2025, as provided by the Company.


SCHEDULE 13D



Comment for Type of Reporting Person:
The numbers in Rows 9 and 11 consist of: (i) 2,457,102 Class A Ordinary Shares held by Euroamer Kaiwan Technology Company Limited (the "EKT") prior to the consummation of the cashless exercise of the warrant to purchase ordinary shares, as amended, issued to EKT on January 7, 2025 (the "EKT Cashless Exercise"); and (ii) 844,684 Class A Ordinary Shares issued to EKT in the EKT Cashless Exercise (the foregoing Class A Ordinary Shares, collectively, the "EKT Shares"). Mr. Lichun Wu is the director of EKT and as such, may be deemed to be the beneficial owner of the foregoing securities held by EKT. Mr. Wu disclaims any beneficial ownership of the reported shares other than to the extent of any pecuniary interest he may have therein, directly or indirectly. However, pursuant to a voting agreement by and among the Company, Hongwei Mu, CHL, and EKT dated February 20, 2025 (the "Voting Agreement"), all shareholders, including Euroamer and Chijet Holdings, agree to vote their shares in alignment with Mr. Mu's directives on matters requiring shareholder or board approval, particularly those related to the operation and development of the company, its subsidiaries, and affiliates. This includes matters such as the election of directors, corporate governance decisions, and other resolutions necessary for the company's strategic direction. Furthermore, the Voting Agreement provides Mr. Mu with an irrevocable proxy, allowing him to exercise voting rights on behalf of these shareholders if they fail to vote in accordance with the agreement within fifteen days of a written request. This proxy, which is coupled with an interest, is binding for the duration of the agreement and remains effective despite any changes in shareholder status, including death, disability, or entity restructuring. The Voting Agreement remains effective from February 20, 2025, through June 1, 2026, unless terminated earlier upon the liquidation or insolvency of the company or the transfer of shares by any shareholder subject to the agreement, in which case it ceases immediately. The numbers in Rows 7 and 8 reflect the result of the Voting Agreement, a copy of which is attached hereto as Exhibit 3 and is incorporated by reference herein in its entirety. The percentage in Row 13 is calculated using a denominator of a total of 9,256,621 Class A Ordinary Shares outstanding as of February 19, 2025, as provided by the Company.


SCHEDULE 13D



Comment for Type of Reporting Person:
The numbers in Rows 9 and 11 consist of: (i) 2,457,102 Class A Ordinary Shares held by Euroamer Kaiwan Technology Company Limited (the "EKT") prior to the consummation of the cashless exercise of the warrant to purchase ordinary shares, as amended, issued to EKT on January 7, 2025 (the "EKT Cashless Exercise"); and (ii) 844,684 Class A Ordinary Shares issued to EKT in the EKT Cashless Exercise (the foregoing Class A Ordinary Shares, collectively, the "EKT Shares"). Mr. Lichun Wu is the director of EKT and as such, may be deemed to be the beneficial owner of the foregoing securities held by EKT. Mr. Wu disclaims any beneficial ownership of the reported shares other than to the extent of any pecuniary interest he may have therein, directly or indirectly. However, pursuant to a voting agreement by and among the Company, Hongwei Mu, CHL, and EKT dated February 20, 2025 (the "Voting Agreement"), all shareholders, including Euroamer and Chijet Holdings, agree to vote their shares in alignment with Mr. Mu's directives on matters requiring shareholder or board approval, particularly those related to the operation and development of the company, its subsidiaries, and affiliates. This includes matters such as the election of directors, corporate governance decisions, and other resolutions necessary for the company's strategic direction. Furthermore, the Voting Agreement provides Mr. Mu with an irrevocable proxy, allowing him to exercise voting rights on behalf of these shareholders if they fail to vote in accordance with the agreement within fifteen days of a written request. This proxy, which is coupled with an interest, is binding for the duration of the agreement and remains effective despite any changes in shareholder status, including death, disability, or entity restructuring. The Voting Agreement remains effective from February 20, 2025, through June 1, 2026, unless terminated earlier upon the liquidation or insolvency of the company or the transfer of shares by any shareholder subject to the agreement, in which case it ceases immediately. The numbers in Rows 7 and 8 reflect the result of the Voting Agreement, a copy of which is attached hereto as Exhibit 3 and is incorporated by reference herein in its entirety. The percentage in Row 13 is calculated using a denominator of a total of 9,256,621 Class A Ordinary Shares outstanding as of February 19, 2025, as provided by the Company.


SCHEDULE 13D

 
Hongwei Mu
 
Signature:/s/ Hongwei Mu
Name/Title:Hongwei Mu
Date:02/24/2025
 
Chijet Holdings Limited
 
Signature:/s/ Hongwei Mu
Name/Title:Director
Date:02/24/2025
 
Lichun Wu
 
Signature:/s/ Lichun Wu
Name/Title:Lichun Wu
Date:02/24/2025
 
Euroamer Kaiwan Technology Company Limited
 
Signature:/s/ Lichun Wu
Name/Title:Director
Date:02/24/2025