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 2022
Commission File Number: 001-38851
POWERBRIDGE TECHNOLOGIES CO., LTD.
(Translation of Registrant’s name into English)
Advanced Business Park, 9th Fl, Bldg C2,
29 Lanwan Lane, Hightech District,
Zhuhai, Guangdong 519080, China
(Address of Principal Executive Office)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F ☒ Form 40-F ☐
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐
Note : Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders.
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐
Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submitted to furnish a report or other document that the registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrant’s “home country”), or under the rules of the home country exchange on which the registrant’s securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrant’s security holders, and, if discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing on EDGAR.
CONTENTS
Exhibits
1
SIGNATURE
Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: October 14, 2022
| POWERBRIDGE TECHNOLOGIES CO., LTD. | ||
| By: | /s/ Yuxia Xu | |
| Yuxia Xu | ||
| Chief Financial Officer | ||
2
Exhibit 99.1
PRICING SUPPLEMENT OF THE FIRST ADVANCE UNDER THE STANDBY EQUITY PURCHASE AGREEMENT
Terms used herein shall be deemed to be defined as such for the purpose of the terms and conditions of the standby equity purchase agreement, which set forth as the exhibit (Exhibit No. 99.1) in Form 6-K filed with Securities and Exchange Commission on September 13, 2022. This document constitutes the pricing supplement of the base prospectus on Form F-3 (File No. 333-253395) dated February 23, 2021 (the “Based Prospectus), as supplemented by the prospectus supplement dated September 13, 2022 related to this offering (the “Prospectus Supplement” together with the Based Prospectus, the “Prospectus”) and is incorporated by reference into the Prospectus, and must be read in conjunction with the Prospectus.
| Investor | YA II PN, Ltd. | |
| Securities Settled | 2,001,787 shares of Ordinary Shares of Powerbridge Technologies Co., Ltd. | |
| Purchase price | US0.5595 per share | |
| Proceeds | Approximately US$1,120,000 | |
| Use of Proceeds | We intend to use the net proceeds, if any, from this offering for working capital, to fund our capital funding commitments and for general corporate purposes, which may include, among other things, capital expenditures, acquisitions, investments, other business opportunities and repayment or refinancing of outstanding debt. Our management will have broad discretion in the application of net proceeds, if any. See “Use of Proceeds” in the Prospectus Supplement. | |
| NASDAQ Capital Market Symbol | PBTS | |
| Resale | The Prospectus also cover the resale of shares by YA II PN, Ltd. to the public. See “Plan of Distribution” in the Prospectus Supplement. |
Exhibit 99.2
PRICING SUPPLEMENT OF THE SECOND ADVANCE UNDER THE STANDBY EQUITY PURCHASE AGREEMENT
Terms used herein shall be deemed to be defined as such for the purpose of the terms and conditions of the standby equity purchase agreement, which set forth as the exhibit (Exhibit No. 99.1) in Form 6-K filed with Securities and Exchange Commission on September 13, 2022. This document constitutes the pricing supplement of the base prospectus on Form F-3 (File No. 333-253395) dated February 23, 2021 (the “Based Prospectus), as supplemented by the prospectus supplement dated September 13, 2022 related to this offering (the “Prospectus Supplement” together with the Based Prospectus, the “Prospectus”) and is incorporated by reference into the Prospectus, and must be read in conjunction with the Prospectus.