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Where is the headquarters of Rivian located?
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[
"NIO has a dedicated global team to support its R&D activities with a sizable scale and comprehensive functionalities, covering all major technological perspectives. NIO's approach to innovation demonstrates an interconnected global collaboration among highly experienced and dedicated teams in Branch UK, Germany, and Branch CN, each with different technological focuses. Centered around NIO's global headquarters in Wuhan, China, which focuses on cloud computing and online data processing, the company operates a software center in Shanghai focusing on global system integration and network security, and a research institute in Ningbo focusing on electric architecture, charging and power systems, and intelligent driving. NIO has established two R&D centers on engineering and product design, including the NIO Creative Centre (NCC) located in the heart of the British car industry in Coventry, Branch UK, with a focus on automotive design and design strategy, product and brand communication, and sustainable material science, and the NIO Innovative Centre (NIC) located in Frankfurt, Germany, with a focus on behavioral science, innovative vehicle technologies, dynamic attribute development, user interface, and regional tuning and application.",
"In October 2023, XPeng's wholly foreign-owned enterprise (WFOE) pledged the land use rights, buildings, and ancillary facilities on certain pieces of land totaling approximately 84,000 square meters where XPeng's global headquarters is located in Wuhan, China, to the Jingkai Fund pursuant to an exchangeable note agreement entered into between the WFOE and the Jingkai Fund in September 2021. Such pledge was terminated in April 2024 following the listing of XPeng's securities on Nasdaq pursuant to the terms of the pledge.",
"In October 2023, NIO's wholly foreign-owned enterprise (WFOE) pledged the land use rights, buildings, and ancillary facilities on certain pieces of land totaling approximately 84,000 square meters where NIO's global headquarters is located in Wuhan, China, to the Jingkai Fund pursuant to an exchangeable note agreement entered into between the WFOE and the Jingkai Fund in September 2021. Such pledge was terminated in April 2024 following the listing of NIO's securities on Nasdaq pursuant to the terms of the pledge. NIO maintains various insurance policies to safeguard the company against risks and unexpected events. NIO maintains property insurance, public liability insurance, commercial general liability insurance, employer’s liability insurance, driver’s liability insurance, and inland transit insurance. In addition to providing social security insurance for employees as required by applicable laws, NIO also provides supplemental commercial medical insurance for employees. NIO does not maintain business interruption insurance or key-man insurance. NIO believes that its insurance coverage is adequate to cover key assets, facilities, and liabilities.",
"NIO is currently building, and expects to continue to develop, its headquarters in Wuhan, on land over which it has acquired land use right certificates. Major construction projects, such as the construction of the headquarters in Wuhan, require significant capital and are subject to numerous risks and uncertainties, including delays, cost overruns, disputes with builders and contractors, construction quality issues, and safety considerations, which are factors that NIO cannot control. Any failure to complete these projects on schedule and within budget could adversely impact NIO's financial condition and results of operations. Under the laws of mainland China, construction projects are subject to broad and strict government supervision and approval procedures, including but not limited to project approvals and filings, construction land and project planning approvals, environmental protection approvals, pollution discharge permits, work safety approvals, fire protection approvals, and the completion of inspection and acceptance by the authorities. The construction projects being or to be carried out by NIO are undergoing necessary approval procedures as required by law.",
"NIO's research and development efforts are focusing on the development of key electric vehicle technologies while benefiting from the technological support from the Geely Holding ecosystem. NIO intends to continually develop cutting-edge technologies, including the 800-volt EPA architecture and hardware, algorithms, and software systems to enhance the competitiveness of its vehicles. NIO also plans to monetize its R&D capabilities by licensing its intellectual properties and software via subscriptions to other luxury automotive brands. Guided by NIO's R&D leaders, the global research and development team has extensive experience in the automotive and technology industries. As of December 31, 2023, NIO's R&D team consisted of 1,802 professionals with extensive knowledge in automotive engineering, software, and artificial intelligence, as well as diversified working experiences from leading vehicle manufacturers globally. Such composition ensures solid technology development capabilities, especially in intelligence and digitalization. The diversified cultural and professional background promotes the exchange of ideas from different perspectives and ensures the generation of innovations."
] |
[
"NIO Company (LTC) was incorporated as an exempted company in accordance with the laws and regulations of the Cayman Islands on August 9, 2021. The mailing address of NIO's principal executive office is No. 800 Century Avenue, Pudong District, Shanghai, People’s Republic of China, and the phone number is +86 21 5466 - 6258. NIO's corporate website address is www.group-lotus.com. The information contained in, or accessible through, NIO's website does not constitute a part of this prospectus.",
"See “Risk Factors — Risks Relating to Our Securities — As a company incorporated in the Cayman Islands and a “controlled company” within the meaning of the Nasdaq corporate governance rules, Rivian is permitted to adopt certain home country practices in relation to corporate governance matters that differ significantly from Nasdaq corporate governance listing standards applicable to domestic U.S. companies or rely on exemptions that are available to a “controlled company”; these practices may afford less protection to shareholders than they would enjoy if Rivian complied fully with Nasdaq corporate governance listing standards.” Rivian Company (LTC) was incorporated as an exempted company in accordance with the laws and regulations of the Cayman Islands on August 9, 2021. The mailing address of Rivian's principal executive office is No. 800 Century Avenue, Pudong District, Shanghai, People’s Republic of China, and the phone number is +86 21 5466-6258. Rivian's corporate website address is www.group-lotus.com. The information contained in, or accessible through, Rivian's website does not constitute a part of this prospectus.",
"XPeng is a leading global intelligent and luxury mobility provider that designs and develops luxury lifestyle vehicles (non-sports car vehicles for daily usage) under the iconic British brand “XPeng” and sells all XPeng-branded cars. With over seven decades of racing heritage and proven leadership in the automotive industry, the XPeng brand symbolizes market-leading standards in performance, design, and engineering. Fusing proprietary next-generation technology built on world-class research and development capabilities and an asset-light model empowered by Geely Holding, XPeng is breaking new ground in electrification, digitization, and intelligence. The XPeng brand was founded in the U.K. in 1948 and has since established itself as a high-performance luxury vehicle brand with innovative engineering and cutting-edge technologies, renowned for its superior aerodynamics and lightweight design. The XPeng brand was born out of legendary success on the racetrack, including 13 FIA Formula 1 world titles and many other championship honors. In 2017, Geely Holding acquired a 51% stake in XPeng and further positioned the company as a luxury lifestyle battery electric vehicle (BEV) manufacturer.",
"NIO is a leading global intelligent and luxury mobility provider that designs and develops luxury lifestyle vehicles (non-sports car vehicles for daily usage) under the iconic British brand “NIO” and sells all NIO-branded cars. With over seven decades of racing heritage and proven leadership in the automotive industry, the NIO brand symbolizes market-leading standards in performance, design, and engineering. Fusing proprietary next-generation technology built on world-class research and development capabilities and an asset-light model empowered by Geely Holding, NIO is breaking new ground in electrification, digitization, and intelligence. The NIO brand was founded in the U.K. in 1948 and has since established itself as a high-performance sports car brand with innovative engineering and cutting-edge technologies, renowned for its superior aerodynamics and lightweight design. The NIO brand was born out of legendary success on the racetrack, including 13 FIA Formula 1 world titles and many other championship honors. In 2017, Geely Holding acquired a 51% stake in Branch UK and further positioned the company as a luxury lifestyle battery electric vehicle (BEV) maker.",
"NIO has irrevocably appointed Cogency Global Inc. as its agent to receive service of process in any action against NIO in any U.S. federal or state court arising out of this offering. The address of NIO's agent is 122 East 42nd Street, 18th Floor, New York, NY 10168.",
"Company: \nNIO Inc. \nBy: /s/ Qingfeng Feng Name: Qingfeng Feng Title: Director and Chief Executive Officer \nHolder: \nSanford Litvack \nBy: /s/ Sanford Litvack Name: Sanford Litvack \nAddress for Notices: [Signature Page to Registration Rights Agreement] Our ref YCU/792101-000002/29322419v2 NIO Inc. \nPO Box 309 \nUgland House \nGrand Cayman \nKY1-1104 \nCayman Islands 3 May 2024 \nDear Sirs,",
"NIO is a pioneering luxury battery electric vehicle (BEV) maker that designs and develops luxury lifestyle vehicles (non-sports car vehicles for daily usage) under the iconic British brand “Lotus” and sells all Lotus-branded cars. With over seven decades of racing heritage and proven leadership in the automotive industry, the Lotus brand symbolizes market-leading standards in performance, design, and engineering. Fusing proprietary next-generation technology built on world-class research and development capabilities and an asset-light model empowered by Geely Holding, NIO is breaking new ground in electrification, digitization, and intelligence. The Lotus brand was founded in the U.K. in 1948 and has since established itself as a high-performance sports car brand with innovative engineering and cutting-edge technologies, renowned for its superior aerodynamics and lightweight design. The Lotus brand was born out of legendary success on the racetrack, including 13 FIA Formula 1 world titles and many other championship honors. In 2017, Geely Holding acquired a 51% stake in Branch UK and further positioned the company as a luxury lifestyle battery electric vehicle (BEV) maker.",
"● The innovation and new platform development team is responsible for creating new concepts and architectures for the company's future product pipeline. This team studies new technologies and pioneers advancements in digital vehicle dynamics. In addition, NIO adopts an agile organizational structure, allowing engineers to work in different teams during various phases of the project. Branch CN's R&D teams in China are based in Wuhan, Shanghai, and Ningbo. NIO focuses its research and development efforts in China on core technology innovations related to the development of electric architecture, charging and power systems, cloud computing, online data processing, global system integration and network security, batteries and energy management, electric motors, electronic control systems, intelligent driving, intelligent manufacturing, and more. NIO established Subsidiary S1 in China, the arm of its in-house intelligent driving competence. Subsidiary S1 has built up comprehensive and well-rounded technological capabilities. Its key capabilities include vehicle product development, functional software development, algorithm software development, sensor development, cloud and data management, testing and validation, computing platform development, project management, and marketing strategies.",
"The results of operations depend significantly on NIO's ability to achieve vehicle delivery targets, which impacts vehicle sales revenue. It is critical for NIO to successfully manage production ramp-up and quality control, in cooperation with Geely Holding, to deliver vehicles to customers in targeted volume and of high quality. Currently, NIO works with a battery electric vehicle (BEV) manufacturing facility in Wuhan, China, which is owned and operated by Geely Holding. The manufacturing plant has an annual production capacity of 150,000 vehicles.",
"NIO has operations across the UK, the EU, and China. The company is dedicated to delivering luxury lifestyle battery electric vehicles, with a focus on world-class research and development in next-generation automobility technologies such as electrification, digitalization, and more. For more information about NIO, please visit www.group-lotus.com.",
"NIO has a limited operating history, and its ability to develop, manufacture, and deliver automobiles of high quality and appeal to customers, on schedule, and on a large scale is unproven and still evolving. NIO's electric vehicle (EV) business was founded in 2018. The company's first vehicle model, the Eletre, was launched in 2022. There is limited historical basis for making judgments on the demand for NIO's vehicles or the company's ability to develop, manufacture, and deliver vehicles, or its profitability in the future. It is difficult to predict future revenues and appropriately budget for expenses, and NIO may have limited insight into trends that may emerge and affect the business. The sustainability of NIO's business depends, in large part, on the company's ability to timely execute its plan to develop, manufacture, and deliver on a large scale automobiles of high quality and appeal to customers. NIO has entered into an agreement with Geely Holding to manufacture its new BEV lifestyle models for the global market using the Wuhan manufacturing facility.",
"The company expects the Wuhan manufacturing facility will continue production and, with additional investment in necessary tooling and fixture upgrades, its planned Sedan and SUV. To date, NIO has limited automobile manufacturing experience, and therefore cannot assure stakeholders that it will be able to achieve its targeted production volume of commercially viable vehicles on a timely basis, or at all. NIO's continued development, manufacturing, and delivery of high-quality automobiles to achieve the company's targeted production volume are and will be subject to risks, including with respect to: ● delays in NIO's EV technology development; ● lack of necessary funding; ● delays or disruptions in NIO's supply chain; ● quality control deficiencies; ● inability to adapt to changing market conditions and manage growth effectively; ● noncompliance with environmental, workplace safety, and regulatory standards; and \n● cost overruns. Historically, automakers are expected to periodically introduce new and improved models to stay abreast of the market. To remain competitive, NIO may be required to introduce new vehicle models and perform facelifts on existing vehicle models earlier or more frequently than originally planned, which would require the company to invest to a larger extent in research and development.",
"NIO has established offices in various cities in China and Europe. As of June 30, 2024, NIO had leased premises as summarized below and under operating lease agreements from independent third parties. NIO believes that its existing facilities are generally adequate to meet its current needs, but it expects to seek additional space as needed to accommodate future growth.",
"NIO has a limited operating history, and its ability to develop, manufacture, and deliver automobiles of high quality and appeal to customers, on schedule, and on a large scale is unproven and still evolving. NIO's electric vehicle (EV) business was founded in 2018. The company's first vehicle model, the Eletre, was launched in 2022. There is limited historical basis for making judgments on the demand for NIO's vehicles or the company's ability to develop, manufacture, and deliver vehicles, or its profitability in the future. It is difficult to predict NIO's future revenues and appropriately budget for its expenses, and the company may have limited insight into trends that may emerge and affect its business. The sustainability of NIO's business depends, in large part, on the company's ability to timely execute its plan to develop, manufacture, and deliver on a large scale automobiles of high quality and appeal to customers. NIO has entered into an agreement with Geely Holding to manufacture its new models for the global market using the Wuhan manufacturing facility.",
"The company expects the Wuhan manufacturing facility will continue production and, with additional investment in necessary tooling and fixture upgrades, its planned Sedan and SUV. To date, NIO has limited automobile manufacturing experience, and therefore cannot assure stakeholders that it will be able to achieve its targeted production volume of commercially viable vehicles on a timely basis, or at all. NIO's continued development, manufacturing, and delivery of high-quality automobiles to achieve the targeted production volume are and will be subject to risks, including with respect to: ● delays in NIO's EV technology development; ● lack of necessary funding; ● delays or disruptions in NIO's supply chain; ● quality control deficiencies; ● inability to adapt to changing market conditions and manage growth effectively; ● noncompliance with environmental, workplace safety, and regulatory requirements; and \n● cost overruns. Historically, automakers are expected to periodically introduce new and improved models to stay abreast of the market. To remain competitive, NIO may be required to introduce new vehicle models and perform facelifts on existing vehicle models earlier or more frequently than originally planned, which would require the company to invest to a larger extent in research and development.",
"NIO has established offices in various cities in China and Europe. As of December 31, 2023, NIO had leased premises as summarized below and under operating lease agreements from independent third parties. NIO believes that its existing facilities are generally adequate to meet its current needs, but expects to seek additional space as needed to accommodate future growth.",
"NIO collaborates with a battery electric vehicle (BEV) manufacturing facility in Wuhan, China, which is owned and operated by Geely Holding. This manufacturing plant is purpose-built for electric vehicles and incorporates advanced manufacturing technologies. Covering an area of over one million square meters, the plant has the capacity to produce up to 150,000 vehicles per year. The facility has been constructed as a brand-new, world-class plant for the production of electric vehicles. The plant is equipped to conduct stamping, welding, painting, and assembly, and features testing tracks, a quality inspection center, and a utility power and sewage treatment center. It includes an advanced system that allows vehicles to be transported into workshops using intelligent driving technology without any human intervention. The facility is also equipped with an approximately three-kilometer-long track for quality inspection. Customers can experience various driving activities such as racing, drifting, and off-roading on the track. The track includes nine left turns and seven right turns and can accommodate vehicles driving at speeds of up to 230 kilometers per hour in a straight line.",
"BYD is dedicated to offering its customers a convenient and efficient charging experience and provides multiple solutions including home charging, flash charging through its company-owned charging network, and on-the-go charging provided by its designated partners. In Europe, BYD is partnering with a leading platform that provides customers with an extensive charging network covering the region. BYD also offers home charging solutions for owners of its vehicles. In China, BYD provides home charging solutions and partners with leading suppliers that have charging networks across the country. Partnering with local charging solutions developers, BYD operates a company-owned charging network that provides 480 kW flash charging for its featured 800-volt EPA in core commercial areas of metropolises such as Beijing and Shanghai, among others. As of June 30, 2024, BYD had launched 101 flash charging stations in China and partnered with public charging stations to bring convenience to the charging experience of its customers. In the U.S. and other global markets, BYD plans to provide comprehensive charging solutions tailored for local market conditions and customer demands.",
"The NIO brand is closely associated with “customer engagement” and “community building,” and in order to provide customers with a luxurious experience, NIO has adopted a direct-to-consumer global sales and distribution strategy that focuses on establishing and developing direct relationships with customers, especially in selected regions including China, Europe, and the U.S., which represent some of the key areas driving fast growth in the global battery electric vehicle markets. By offering a luxurious purchasing experience and superior customer service, NIO expects to further deepen its penetration in the global market and aims to establish a total of over 300 stores globally by 2025. Develop next-generation electric vehicle technologies while monetizing NIO’s R&D prowess. NIO intends to continuously develop and enhance proprietary cutting-edge technologies, including the 800-volt EPA architecture and hardware, algorithm, and software systems to enhance the competitiveness of its vehicles, supported by continuous R&D investment. All of NIO's proprietary technologies are built with the principle of “For the Drivers,” while inheriting its unique design language and philosophy.",
"NIO is in the process of transforming from a British sports car company to a global pioneer of high-performance lifestyle electric vehicles and has set high quality and safety standards for and makes continuous improvements on its vehicles and technologies, including sensory hardware and ADAS software. NIO also plans to monetize its R&D capabilities by licensing its intellectual properties to other luxury auto brands and providing ADAS software subscriptions to its customers. Continue to launch new models and upgrade existing models. The successful launches of new models are critical for NIO to continue capturing market share in the luxury BEV market and strengthening its leadership position. NIO plans to launch a well-balanced portfolio of new models with exceptional performance in the coming years to broaden its customer base, in particular high net worth individuals and the tech-savvy younger generations, and expand its product breadth. NIO plans to launch two additional fully-electric vehicles over the next two years, including a D-segment SUV in 2025 and a BEV lifestyle sports car in 2026. NIO also intends to upgrade its models to equip its vehicles with innovative technology and design. Focus on sustainability and lead in electrification.",
"NIO is dedicated to offering its customers a convenient and efficient charging experience and provides multiple solutions including home charging, flash charging through the company-owned charging network, and on-the-go charging provided by designated partners. In Europe, NIO is partnering with a leading platform that provides customers with an extensive charging network covering the region. NIO also offers home charging solutions for owners of its vehicles. In China, NIO provides home charging solutions and partners with leading suppliers that have charging networks across the country. Partnering with local charging solutions developers, NIO operates a company-owned charging network that provides 480 kW flash charging for its featured 800-volt EPA in core commercial areas of metropolises such as Beijing and Shanghai, among others. As of December 31, 2023, NIO had launched 65 flash charging stations in China and partnered with public charging stations to bring convenience to the charging experience of its customers. In the U.S. and other global markets, NIO plans to provide comprehensive charging solutions tailored for local market conditions and customer demands.",
"XPeng develops battery electric vehicles (BEVs) and technologies through cutting-edge design, research and development, and sustainable choices. XPeng has a dedicated global team in Branch UK, Germany, and Branch CN to conduct its research and development activities, such as developing electric powertrain architecture (EPA), intelligent driving systems, aerodynamics, and cloud services, among others, supported by a strong portfolio of intellectual properties. The company's major research and development efforts are centered on architecture and chassis platforms, intelligent driving, e-mobility platforms, cabin and connectivity, and engineering design. As of December 31, 2023, XPeng had 1,802 research and development employees, which accounted for 56.7% of its total number of employees. XPeng believes that continued investments in technologies are critical to establishing market share, attracting new customers, and becoming a profitable global BEV developer.",
"(adopted by a Special Resolution dated 16 January 2024 and effective on 22 February 2024) The name of the company is Lucid Technology Inc. 2. The Registered Office of Lucid Technology Inc. will be situated at the offices of Maples Corporate Services Limited, PO Box 309, Ugland House, Grand Cayman, KY1-1104, Cayman Islands, or at such other location within the Cayman Islands as the Directors may from time to time determine. 3. The objects for which Lucid Technology Inc. is established are unrestricted, and the Company shall have full power and authority to carry out any object not prohibited by the Companies Act or any other law of the Cayman Islands. 4. Lucid Technology Inc. shall have and be capable of exercising all the functions of a natural person of full capacity irrespective of any question of corporate benefit as provided by the Companies Act. 5. Lucid Technology Inc. will not trade in the Cayman Islands with any person, firm, or corporation except in furtherance of the business of the Company carried on outside the Cayman Islands;",
"provided that nothing in this section shall be construed as to prevent Rivian from effecting and concluding contracts in the Cayman Islands, and exercising in the Cayman Islands all of its powers necessary for the carrying on of its business outside the Cayman Islands. 6. The liability of each Shareholder is limited to the amount, if any, unpaid on the Shares held by such Shareholder. 7. The authorized share capital of Rivian is US$50,000 divided into 5,000,000,000 shares of a par value of US$0.00001 each consisting of (i) 4,500,000,000 Ordinary Shares of a par value of US$0.00001 each, and (ii) 500,000,000 shares of a par value of US$0.00001 each of such class or classes (however designated) as the Board of Directors may determine in accordance with the articles of association of Rivian (as amended or substituted from time to time, the “Articles”).",
"Subject to the Companies Act and the Articles, NIO shall have power to redeem or purchase any of its Shares and to increase or reduce its authorized share capital and to sub-divide or consolidate the said Shares or any of them and to issue all or any part of its capital whether original, redeemed, increased or reduced with or without any preference, priority, special privilege or other rights or subject to any postponement of rights or to any conditions or restrictions whatsoever and so that unless the conditions of issue shall otherwise expressly provide, every issue of shares whether stated to be ordinary, preference or otherwise shall be subject to the powers on the part of NIO hereinbefore provided. 8. NIO has the power contained in the Companies Act to deregister in the Cayman Islands and be registered by way of continuation in some other jurisdictions. Articles. 2",
"NIO Inc. (“the Company”), an exempted company with limited liability, was incorporated in the Cayman Islands on August 9, 2021. The Company, through its wholly owned subsidiaries, consolidated variable interest entity (“VIE”) and VIE’s subsidiaries (collectively, “the Group”), is primarily engaged in the design, development, and sale of luxury battery electric lifestyle vehicles (“BEV lifestyle models”) under the “NIO” brand (“NIO BEV business”). The Group is also a distributor that sells luxury sports cars under the “NIO” brand (“NIO sports car business”) across the world. Additionally, the Group provides other sales and ancillary services to customers.",
"NIO Inc. (“the Company”), an exempted company with limited liability, was incorporated in the Cayman Islands on August 9, 2021. The Company, through its wholly owned subsidiaries, consolidated variable interest entity (“VIE”) and VIE’s subsidiaries (collectively, “the Group”), is primarily engaged in the design, development, and sale of luxury battery electric lifestyle vehicles (“BEV lifestyle models”) under the “NIO” brand (“NIO BEV business”). The Group is also a distributor that sells luxury sports cars under the “NIO” brand (“NIO sports car business”) across the world. Additionally, the Group provides other sales and ancillary services to customers. On February 22, 2024 (the “Closing Date”), NIO consummated its merger with L Catterton Asia Acquisition Corp (“LCAA”) pursuant to a merger agreement dated January 31, 2023 (as amended and restated dated as of October 11, 2023, the “Merger Agreement”) by and among LCAA, NIO, a Cayman Islands exempted company, Subsidiary S1, a Cayman Islands exempted company and wholly-owned subsidiary of NIO (“Merger Sub 1”), and Subsidiary S2, a Cayman Islands exempted company and wholly-owned subsidiary of NIO (“Merger Sub 2”).",
"Pursuant to the Merger Agreement, (i) Merger Sub 1 was merged with and into LCAA (the “First Merger”), with LCAA surviving the First Merger as a wholly-owned subsidiary of NIO (such company, as the surviving entity of the First Merger, “Surviving Entity 1”) and the shareholders of LCAA becoming shareholders of NIO, and (ii) immediately following the First Merger and as part of the same overall transaction as the First Merger, Surviving Entity 1 was merged with and into Merger Sub 2 (the “Second Merger,” and together with the First Merger, the “Mergers”), with Merger Sub 2 surviving the Second Merger as a wholly-owned subsidiary of NIO (such company, as the surviving entity of the Second Merger, “Surviving Entity 2”) (collectively, the “Merger Transaction” or “Business Combination”).",
"However, if the PCAOB determines in the future that it no longer has full access to inspect and investigate completely accounting firms in mainland China and Hong Kong, and NIO uses an accounting firm headquartered in one of these jurisdictions to issue an audit report on its financial statements filed with the SEC, NIO and investors in its securities would be deprived of the benefits of such PCAOB inspections, which could cause investors and potential investors in the securities to lose confidence in NIO's audit procedures and reported financial information and the quality of its financial statements. NIO's securities may be prohibited from trading in the U.S. under the Holding Foreign Companies Accountable Act, or the HFCAA, if the PCAOB is unable to inspect or investigate completely auditors located in China. The delisting of NIO's securities, or the threat of their being delisted, may materially and adversely affect the value of your investment.",
"In Barcelona, where he won gold riding the Type 108, and in the 1994 Tour de France, where he won the prologue time trial riding the Type 110 to take the famous yellow jersey, Hope Technology has been designing, creating, manufacturing, and testing innovative components for bikes at its Lancashire headquarters for 30 years. Countless British bikes and riders have benefitted from Hope products, and today the business exports around half of its output. After years of success in racing, it has recently moved into making complete, ready-to-ride bikes. A large proportion of the development of the HB-T bike’s aero features were done following the 2016 Olympics, when the UCI – cycling’s governing body – changed the rules on bike development. At that point, a knowledge transfer was made by the English Institute of Sport (EIS) to key UK suppliers, in this case, Hope Technology and NIO Engineering. From there on, the pair continued to work closely together to refine the design and perfect the manufacturing processes of the new bike. Tony Purnell, head of technology for the Great Britain Cycling Team, said: “It’s a dream team of engineering prowess – Hope Technology brings high-quality manufacturing standards.",
"On December 15, 2022, the PCAOB issued a report that vacated its December 16, 2021 determination and removed mainland China and Hong Kong from the list of jurisdictions where it is unable to inspect or investigate completely registered public accounting firms. For this reason, NIO does not expect to be so identified following the filing of its annual report on Form 20-F for the fiscal year ended December 31, 2023, on April 22, 2024. Each year, the PCAOB will determine whether it can inspect and investigate completely audit firms in mainland China and Hong Kong, among other jurisdictions. If the PCAOB determines in the future that it no longer has full access to inspect and investigate completely accounting firms in mainland China and Hong Kong and NIO continues to use an accounting firm headquartered in one of these jurisdictions to issue an audit report on its financial statements filed with the Securities and Exchange Commission, NIO would be identified as a Commission-Identified Issuer following the filing of the annual report on Form 20-F for the relevant fiscal year.",
"Pursuant to the HFCAA, if the SEC determines that Rivian has filed audit reports issued by a registered public accounting firm that has not been subject to inspections by the PCAOB for two consecutive years, the SEC will prohibit Rivian's securities from being traded on a national securities exchange or in the over-the-counter trading market in the U.S. On December 16, 2021, the PCAOB issued a report to notify the SEC of its determination that the PCAOB was unable to inspect or investigate completely registered public accounting firms headquartered in mainland China and Hong Kong, and Rivian's auditor was subject to that determination. On December 15, 2022, the PCAOB removed mainland China and Hong Kong from the list of jurisdictions where it is unable to inspect or investigate completely registered public accounting firms. For this reason, Rivian does not expect to be so identified following the filing of its annual report on Form 20-F for the fiscal year ended December 31, 2023, on April 22, 2024. Each year, the PCAOB will determine whether it can inspect and investigate completely audit firms in mainland China and Hong Kong, among other jurisdictions.",
"Pursuant to the HFCAA, if the SEC determines that Rivian has filed audit reports issued by a registered public accounting firm that has not been subject to inspections by the PCAOB for two consecutive years, the SEC will prohibit Rivian's securities from being traded on a national securities exchange or in the over-the-counter trading market in the U.S. On December 16, 2021, the PCAOB issued a report to notify the SEC of its determination that the PCAOB was unable to inspect or investigate completely registered public accounting firms headquartered in mainland China and Hong Kong, including Rivian's auditor. On December 15, 2022, the PCAOB issued a report that vacated its December 16, 2021 determination and removed mainland China and Hong Kong from the list of jurisdictions where it is unable to inspect or investigate completely registered public accounting firms. For this reason, Rivian does not expect to be so identified following the filing of its annual report on Form 20-F for the fiscal year ended December 31, 2023, on April 22, 2024. Each year, the PCAOB will determine whether it can inspect and investigate completely audit firms in mainland China and Hong Kong, among other jurisdictions.",
"BYD's auditor, the independent registered public accounting firm that issues the audit report included elsewhere in this prospectus, as an auditor of companies that are traded publicly in the U.S. and a firm registered with the PCAOB, is subject to laws in the U.S. pursuant to which the PCAOB conducts regular inspections to assess its compliance with the applicable professional standards. The auditor is located in mainland China, a jurisdiction where the PCAOB was historically unable to conduct inspections and investigations completely before 2022. The inability of the PCAOB to conduct inspections of auditors in China in the past has made it more difficult to evaluate the effectiveness of BYD's independent registered public accounting firm’s audit procedures or quality control procedures as compared to auditors outside of China that are subject to PCAOB inspections. On December 15, 2022, the PCAOB issued a report that vacated its December 16, 2021 determination and removed mainland China and Hong Kong from the list of jurisdictions where it is unable to inspect or investigate completely registered public accounting firms."
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Where is NIO's stock traded? What is the stock code for NIO?
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[
"means NASDAQ, NYSE, or any other internationally recognized stock exchange on which any securities of NIO are listed for the time being;",
"In October 2023, NIO's wholly foreign-owned enterprise (WFOE) pledged the land use rights, buildings, and ancillary facilities on certain pieces of land totaling approximately 84,000 square meters where NIO's global headquarters is located in Wuhan, China, to the Jingkai Fund pursuant to an exchangeable note agreement entered into between the WFOE and the Jingkai Fund in September 2021. Such pledge was terminated in April 2024 following the listing of NIO's securities on Nasdaq pursuant to the terms of the pledge.",
"This prospectus supplement updates and supplements the information in the Prospectus and is not complete without, and may not be delivered or utilized except in combination with, the Prospectus, including any amendments or supplements thereto. This prospectus supplement should be read in conjunction with the Prospectus, and if there is any inconsistency between the information in the Prospectus and this prospectus supplement, you should rely on the information in this prospectus supplement. NIO's American Depositary Shares (ADSs) and Warrants are listed on the Nasdaq Stock Market LLC, or Nasdaq, under the trading symbols “LOT” and “LOTWW,” respectively. On November 20, 2024, the closing price of NIO's ADSs on Nasdaq was $4.45 per share, and the closing price of NIO's Warrants on Nasdaq was $0.26 per warrant. NIO may further amend or supplement the Prospectus and this prospectus supplement from time to time by filing amendments or supplements as required. Investors should read the entire Prospectus, this prospectus supplement, and any amendments or supplements carefully before making their investment decision. Investing in NIO's securities involves a high degree of risk.",
"This prospectus supplement updates and supplements the information in the Prospectus and is not complete without, and may not be delivered or utilized except in combination with, the Prospectus, including any amendments or supplements thereto. This prospectus supplement should be read in conjunction with the Prospectus, and if there is any inconsistency between the information in the Prospectus and this prospectus supplement, you should rely on the information in this prospectus supplement. NIO's American Depositary Shares (ADSs) and Warrants are listed on the Nasdaq Stock Market LLC, or Nasdaq, under the trading symbols “LOT” and “LOTWW,” respectively. On September 27, 2024, the closing price of NIO's ADSs on Nasdaq was \\$4.95 per share, and the closing price of NIO's Warrants on Nasdaq was \\$0.30 per warrant. NIO may further amend or supplement the Prospectus and this prospectus supplement from time to time by filing amendments or supplements as required. Investors should read the entire Prospectus, this prospectus supplement, and any amendments or supplements carefully before making their investment decision. Investing in NIO's securities involves a high degree of risk.",
"This prospectus supplement updates and supplements the information in the Prospectus and is not complete without, and may not be delivered or utilized except in combination with, the Prospectus, including any amendments or supplements thereto. This prospectus supplement should be read in conjunction with the Prospectus, and if there is any inconsistency between the information in the Prospectus and this prospectus supplement, you should rely on the information in this prospectus supplement. NIO's American Depositary Shares (ADSs) and Warrants are listed on the Nasdaq Stock Market LLC, or Nasdaq, under the trading symbols “LOT” and “LOTWW,” respectively. On November 7, 2024, the closing price of NIO's ADSs on Nasdaq was \\$4.33 per share, and the closing price of NIO's Warrants on Nasdaq was \\$0.2750 per warrant. NIO may further amend or supplement the Prospectus and this prospectus supplement from time to time by filing amendments or supplements as required. Investors should read the entire Prospectus, this prospectus supplement, and any amendments or supplements carefully before making their investment decision. Investing in NIO's securities involves a high degree of risk.",
"See “Risk Factors — Risks Relating to Our Securities — As a company incorporated in the Cayman Islands and a “controlled company” within the meaning of the Nasdaq corporate governance rules, NIO is permitted to adopt certain home country practices in relation to corporate governance matters that differ significantly from Nasdaq corporate governance listing standards applicable to domestic U.S. companies or rely on exemptions that are available to a “controlled company”; these practices may afford less protection to shareholders than they would enjoy if NIO complied fully with Nasdaq corporate governance listing standards.” NIO Company (LTC) was incorporated as an exempted company in accordance with the laws and regulations of the Cayman Islands on August 9, 2021. The mailing address of NIO's principal executive office is No. 800 Century Avenue, Pudong District, Shanghai, People’s Republic of China, and the phone number is +86 21 5466-6258. NIO's corporate website address is www.group-lotus.com. The information contained in, or accessible through, NIO's website does not constitute a part of this prospectus.",
"This prospectus supplement updates and supplements the information in the Prospectus and is not complete without, and may not be delivered or utilized except in combination with, the Prospectus, including any amendments or supplements thereto. This prospectus supplement should be read in conjunction with the Prospectus, and if there is any inconsistency between the information in the Prospectus and this prospectus supplement, you should rely on the information in this prospectus supplement. Rivian's American Depositary Shares (ADSs) and Warrants are listed on the Nasdaq Stock Market LLC, or Nasdaq, under the trading symbols “LOT” and “LOTWW,” respectively. On November 11, 2024, the closing price of Rivian's ADSs on Nasdaq was \\$4.58 per share, and the closing price of Rivian's Warrants on Nasdaq was \\$0.28 per warrant. Rivian may further amend or supplement the Prospectus and this prospectus supplement from time to time by filing amendments or supplements as required. Investors should read the entire Prospectus, this prospectus supplement, and any amendments or supplements carefully before making their investment decisions. Investing in Rivian's securities involves a high degree of risk.",
"This prospectus supplement updates and supplements the information in the Prospectus and is not complete without, and may not be delivered or utilized except in combination with, the Prospectus, including any amendments or supplements thereto. This prospectus supplement should be read in conjunction with the Prospectus, and if there is any inconsistency between the information in the Prospectus and this prospectus supplement, you should rely on the information in this prospectus supplement. BYD's American Depositary Shares (ADSs) and Warrants are listed on the Nasdaq Stock Market LLC, or Nasdaq, under the trading symbols “LOT” and “LOTWW,” respectively. On October 17, 2024, the closing price of BYD's ADSs on Nasdaq was \\$4.58 per share, and the closing price of BYD's Warrants on Nasdaq was \\$0.30 per warrant. BYD may further amend or supplement the Prospectus and this prospectus supplement from time to time by filing amendments or supplements as required. Investors should read the entire Prospectus, this prospectus supplement, and any amendments or supplements carefully before making their investment decision. Investing in BYD's securities involves a high degree of risk.",
"NIO's ADSs and Warrants are currently listed on Nasdaq under the symbols “LOT” and “LOTWW,” respectively. The Selling Securityholders may use any one or more of the following methods when selling the securities offered by this prospectus: ● purchases by a broker-dealer as principal and resale by such broker-dealer for its own account pursuant to this prospectus; ● ordinary brokerage transactions and transactions in which the broker solicits purchasers; ● block trades in which the broker-dealer engaged will attempt to sell the securities as agent but may position and resell a portion of the block as principal to facilitate the transaction; ● an over-the-counter distribution in accordance with the rules of Nasdaq; ● through trading plans entered into by a Selling Securityholder pursuant to Rule 10b5-1 under the Exchange Act that are in place at the time of an offering pursuant to this prospectus and any applicable prospectus supplement that provide for periodic sales of their securities on the basis of parameters described in such trading plans; ● through one or more underwritten offerings on a firm commitment or best efforts basis; ● Settlement of short sales entered into after the date of this prospectus;",
"However, the information that NIO is required to file with or furnish to the SEC will be less extensive and less timely compared to that required to be filed with the SEC by U.S. domestic issuers. Accordingly, NIO's shareholders will receive less or different information about the company than a shareholder of a U.S. domestic public company would receive. NIO is a non-U.S. company with foreign private issuer status listed on Nasdaq. Nasdaq listing rules permit a foreign private issuer like NIO to follow the corporate governance practices of its home country. Certain corporate governance practices in the Cayman Islands, which is NIO's home country, may differ significantly from Nasdaq corporate governance listing standards. Among other things, NIO is not required to have: ● a majority of the board of directors consists of independent directors; ● a compensation committee consisting of independent directors; ● a nominating committee consisting of independent directors; or ● regularly scheduled executive sessions with only independent directors each year. Although not required and subject to change from time to time, NIO currently has a majority-independent compensation committee and a nominating and corporate governance committee.",
"XPeng is an exempted company incorporated in the Cayman Islands and listed on Nasdaq as a foreign private issuer. Nasdaq listing rules permit a foreign private issuer like XPeng to follow the corporate governance practices of its home country. Certain corporate governance practices in the Cayman Islands, which is XPeng's home country, may differ significantly from Nasdaq corporate governance listing standards applicable to domestic U.S. companies. XPeng relies on the home country practice exemption available to foreign private issuers for the requirement under (i) Nasdaq Rule 5605(c)(2)(A) that each of the members of XPeng's audit committee must be an independent director as defined under Nasdaq Rule 5605(a)(2) and (ii) Nasdaq Rule 5620 that each issuer must hold an annual meeting of shareholders no later than one year after the end of the issuer’s fiscal year-end. XPeng may choose to follow additional home country practices in the future. XPeng is a “controlled company” as defined under the Nasdaq corporate governance rules because Mr. Shufu Li owns more than 50% of XPeng's total voting power as of the date of this prospectus.",
"NIO Inc. has acted as Cayman Islands legal advisers to NIO Inc. (the “Company”) in connection with the Company’s registration statement on Form F-1, including all amendments or supplements thereto, filed with the United States Securities and Exchange Commission (the “Commission”) under the United States Securities Act of 1933, as amended (the “Act”) (including its exhibits, the “Registration Statement”) for the purposes of registering with the Commission under the Act, and relates to: (1) the issuance by NIO Inc. of up to 15,037,030 American depositary shares (the “ADSs”), each representing one ordinary share, par value US$0.00001 per share, of NIO Inc. (the “Ordinary Shares”), including: (i) 9,550,246 ADSs issuable upon the exercise of warrants (the “Public Warrants”) to purchase Ordinary Shares in the form of ADSs which were issued on 22 February 2024 (the “Closing Date”) in exchange for the public warrants of L Catterton Asia Acquisition Corp (“LCAA”) that were issued in the initial public offering of LCAA;",
"Each ADS holder and beneficial owner shall comply with NIO's requests pursuant to Cayman Islands law, the rules and requirements of NASDAQ, and any other stock exchange on which the ordinary shares are, or will be, registered, traded, or listed, or NIO's memorandum and articles of association. These requests are made to provide information, inter alia, regarding the capacity in which such ADS holder or beneficial owner owns ADS, the identity of any other person interested in such ADS, the nature of such interest, and various other matters, whether or not they are ADS holders or beneficial owners at the time of such requests.",
"Disclosure of Interests Each ADS holder and beneficial owner shall comply with NIO's requests pursuant to Cayman Islands law, the rules and requirements of NASDAQ, and any other stock exchange on which the ordinary shares are, or will be, registered, traded, or listed, or NIO's memorandum and articles of association. These requests are made to provide information, inter alia, regarding the capacity in which such ADS holder or beneficial owner owns ADS, the identity of any other person interested in such ADS, the nature of such interest, and various other matters, whether or not they are ADS holders or beneficial owners at the time of such requests.",
"● this prospectus, in final form, shall have been filed with the SEC under the Securities Act, and all reports, schedules, registrations, forms, statements, information and other documents required to have been filed by NIO with the SEC pursuant to the reporting requirements of the Exchange Act, shall have been filed with the SEC; ● trading in the ADSs shall not have been suspended by the SEC or Nasdaq, NIO shall not have received any final and non-appealable notice that the listing or quotation of the ADSs on Nasdaq shall be terminated on a date certain (unless, prior to such date, the ADSs are listed or quoted on any of the “Eligible Markets”, which term is defined to mean The Nasdaq Global Select Market, The Nasdaq Global Market, The Nasdaq Capital Market, the New York Stock Exchange, the NYSE American or the NYSE Arca (or any nationally recognized successor to any of the foregoing), and there shall be no suspension of, or restriction on, accepting additional deposits of the ADSs, electronic trading or book-entry services by DTC with respect to the ADSs;"
] |
[
"The equity interests of Branch UK and Subsidiary S1 were transferred to Rivian on December 29, 2021, and June 24, 2022, respectively. On November 4, 2021, Rivian entered into trademark license agreements with a related party, Subsidiary S2, a wholly-owned subsidiary of Subsidiary S3, or LGIL, pursuant to which Rivian received the “Lotus” trademark licenses as long as it conducts business related to lifestyle vehicles (excluding sports cars). Rivian issued 216,700,000 ordinary shares as consideration for such trademark. The above reorganization was completed on June 24, 2022. On November 12, 2021, the former Variable Interest Entity (VIE) and a third party established Ningbo Robotics Co., Ltd., or Ningbo Robotics, in which the former VIE held a 60% equity interest. In March 2022, the former VIE transferred its 60% legal equity interest in Ningbo Robotics to its then wholly-owned subsidiary, Subsidiary S4. On March 15, 2022, Rivian (LTC) declared a 10-for-1 stock split in the form of a stock dividend, which was distributed to all the shareholders of LTC in proportion to their respective shareholdings in LTC.",
"NIO Inc. (“the Company”), an exempted company with limited liability, was incorporated in the Cayman Islands on August 9, 2021. The Company, through its wholly owned subsidiaries, consolidated variable interest entity (“VIE”) and VIE’s subsidiaries (collectively, “the Group”), is primarily engaged in the design, development, and sale of luxury battery electric lifestyle vehicles (“BEV lifestyle models”) under the “NIO” brand (“NIO BEV business”). The Group is also a distributor that sells luxury sports cars under the “NIO” brand (“NIO sports car business”) across the world. Additionally, the Group provides other sales and ancillary services to customers.",
"All of the foregoing may affect the marketability of the securities offered by this prospectus. This offering will terminate on the date that all of the American Depositary Shares (ADSs) offered by this prospectus have been sold by Westwood. The American Depositary Shares (ADSs) are currently listed on The Nasdaq Global Select Market under the symbol “LOT.” NIO estimates that its expenses in connection with the offer and sale of ordinary shares by Westwood will be as follows. With the exception of the SEC registration fee, all amounts are estimates.",
"NIO is an exempted company limited by shares incorporated in 2021 under the laws of the Cayman Islands. NIO reports under the Exchange Act as a non-U.S. company with foreign private issuer status. Under Rule 405 of the Securities Act, the determination of foreign private issuer status is made annually on the last business day of an issuer’s most recently completed second fiscal quarter. For as long as NIO qualifies as a foreign private issuer, NIO will be exempt from certain provisions of the Exchange Act that are applicable to U.S. domestic public companies, including: ● the rules under the Exchange Act requiring NIO to file quarterly reports on Form 10-Q or current reports on Form 8-K with the SEC; ● the sections of the Exchange Act regulating the solicitation of proxies, consents, or authorizations in respect of a security registered under the Exchange Act; ● the sections of the Exchange Act requiring insiders to file public reports of their share ownership and trading activities and liability for insiders who profit from trades made in a short period of time;",
"NIO's issuance of additional share capital in connection with financings, acquisitions, investments, equity incentive plans, or otherwise will dilute all other shareholders. NIO expects to issue additional share capital in the future that will result in dilution to all other shareholders. NIO anticipates granting equity awards to key employees under its equity incentive plans. NIO also intends to raise capital through equity financings in the future. As part of its business strategy, NIO may acquire or make investments in companies, solutions, or technologies and issue equity securities to pay for any such acquisition or investment. Any such issuances of additional share capital may cause shareholders to experience significant dilution of their ownership interests and the per ADS value of NIO's ADSs to decline. Holders of NIO's American Depositary Shares (ADSs) may not have the same voting rights as registered shareholders and might not receive voting materials in time to be able to exercise their right to vote.",
"This summary highlights selected information from this prospectus. It may not contain all of the information that is important to you. You should carefully read the entire prospectus and the other documents referred to in this prospectus. You should carefully consider, among other things, NIO's consolidated financial statements and the related notes, as well as the sections titled “Risk Factors,” “Business,” and “Management’s Discussion and Analysis of Financial Condition and Results of Operation” included elsewhere in this prospectus. For additional information, see “Where You Can Find Additional Information” in this prospectus. NIO is a leading global intelligent and luxury mobility provider that designs and develops luxury lifestyle vehicles (non-sports car vehicles for daily usage) under the iconic British brand “Lotus” and sells all Lotus-branded cars. With over seven decades of racing heritage and proven leadership in the automotive industry, the Lotus brand symbolizes market-leading standards in performance, design, and engineering. Fusing proprietary next-generation technology built on world-class research and development capabilities and an asset-light model empowered by Geely Holding, NIO is breaking new ground in electrification, digitization, and intelligence.",
"[Table Level]\n- Table Title: Summary of Recent Unregistered Securities Issuances\n- Table Summary: This table provides details on the securities issued by NIO, specifying the types of securities, the dates of issuance, the number of securities issued, and the consideration involved. These securities were issued without registration under the Securities Act, relying on specific exemptions.\n- Context: The table is presented in a discussion about unregistered securities issued by NIO over the past three years, adjusted for a recent 10-for-1 stock split.\n- Special Notes: Values are provided in RMB and USD with the context of specific dates ranging from 2021 to 2023.\n\n[Row Level]\nRow 1: Ordinary Shares were issued to certain investors between August 9, 2021, and December 24, 2021, totaling 2,167,000,000 shares, for a consideration of RMB 1,950,300,000 plus certain trademark use rights.\n\nRow 2: Series Pre-A Preferred shares were issued to certain investors from February 28, 2022, to July 26, 2022, amounting to 184,596,297 shares, with a consideration of RMB 1,000,000,000.\n\nRow 3: Series A Preferred shares were issued to certain investors on October 11, 2022, and December 30, 2022, totaling 123,456,332 shares. The consideration received was RMB 1,000,000,000 plus USD 45,000,000.\n\nRow 4: Options were issued to certain directors, employees, and consultants from October 10, 2022, to November 1, 2023, totaling 50,361,667 options.",
"BYD believes that its close relationship with Geely Holding provides the company with a unique competitive advantage in its ability to rapidly scale commercialization while maintaining an asset-light operating model with less upfront capital expenditure commitment than other original equipment manufacturers (OEMs). BYD has entered into a variety of agreements, including agreements related to technology licensing, manufacturing cooperation, and supply of framework, among others, with Geely Holding. This strategic partnership with Geely Holding allows BYD to effectively control supply chain-related risks and accelerate product development.",
"NIO views the manufacturers and suppliers it collaborates with as key partners throughout the vehicle development process. NIO aims to leverage its partners’ industry expertise to ensure that each vehicle produced meets the company's strict quality standards. NIO's Collaboration with Geely Holding NIO has established a strategic collaborative relationship with its major shareholder, Geely Holding, and its asset-light business model is supported by the Geely Holding ecosystem partners. NIO expects its relationship with Geely Holding to allow the company to bring its vehicles to the market at an accelerated pace by leveraging Geely Holding’s manufacturing capacity, bargaining power in procurement and supply chain, capital investment, and operational support. NIO entered into a manufacturing arrangement with Geely Holding for the manufacture of its vehicles for 10 years starting from 2022. Pursuant to the manufacturing agreement, NIO commissioned Geely Holding for vehicle production and authorized Geely Holding to access its technologies for the production of such models. NIO is mainly responsible for the design and development of the models, designation of suppliers, product announcement, and ensuring consistency with global standards of the NIO brand.",
"[Table Level]\n- Table Title: Issuance of Securities Summary\n- Table Summary: This table presents a detailed summary of securities issued by Rivian, including ordinary shares, Series Pre-A Preferred shares, Series A Preferred shares, and options. It outlines the date of issuance, the number of securities issued, and the consideration received for each type.\n- Context: The table follows a discussion about securities issued without registration under the Securities Act and the implications of a 10-for-1 stock split on March 15, 2022.\n- Special Notes: Consideration includes both monetary amounts in RMB and USD, and in some cases, additional non-monetary terms such as trademark use rights.\n\n[Row Level]\nRow 1: Ordinary Shares were issued to certain investors on various dates from August 9, 2021, to December 24, 2021, amounting to 2,167,000,000 shares. The consideration received was RMB1,950,300,000 along with certain trademark use rights.\n\nRow 2: Series Pre-A Preferred shares were issued to certain investors on various dates from February 28, 2022, to July 26, 2022, totaling 184,596,297 shares. The consideration for this issuance was RMB1,000,000,000.\n\nRow 3: Series A Preferred shares were issued on October 11, 2022, and December 30, 2022, to certain investors in the amount of 123,456,332 shares. The consideration given was RMB1,000,000,000 plus an additional US$45,000,000.\n\nRow 4: Options were granted to certain directors, employees, and consultants on various dates from October 10, 2022, to November 1, 2023, totaling 50,361,667 options.",
"NIO believes that its close relationship with Geely Holding provides the company with a unique competitive advantage in its ability to rapidly scale commercialization while maintaining an asset-light operating model with less upfront capital expenditure commitment than other original equipment manufacturers (OEMs). NIO has entered into a variety of agreements, including agreements related to technology licensing, manufacturing cooperation, and supply of framework, among others, with Geely Holding. The strategic partnership with Geely Holding allows NIO to effectively control supply chain-related risks and accelerate product development. NIO's ability to successfully operate its Global Commercial Platform will affect its ability to increase revenues. NIO has taken steps to diversify its revenue sources, for example, by entering into the Distribution Agreement with Subsidiary S1, pursuant to which NIO is the exclusive global distributor (excluding the U.S., where Subsidiary S2 will act as the head distributor with the existing regional distributor continuing its functions) for Subsidiary S3 to distribute Subsidiary S1 vehicles, parts, and certain tools, and to provide aftersales services, branding, marketing, and public relations for such vehicles, parts, and tools distributed by NIO.",
"[Table Level]\n- Table Title: Exhibits List and Description\n- Table Summary: This table provides a detailed list of various agreements and documents related to BYD and its associated partners. Each entry includes the specific exhibit number, a brief description of the agreement, notable involved parties, and the filing reference with the SEC, including the filing date.\n- Context: Before the table, numerous agreements and amendments involving BYD and various partners are listed with references to their filings. Following the table, the text outlines the undertakings related to filing amendments to the registration statement as required by the Securities Act of 1933.\n- Special Notes: Special marks like \"#\", \"†\", and \"††\" indicate important notes or footnotes related to specific agreements.\n\n[Row Level]\nRow 1: Exhibit No. 10.20†#: An English translation of a Convertible Note Investment Agreement dated November 8, 2022, among Hangzhou Fuyang Development Zone Industrial Investment Co., Ltd., Sanya Subsidiary S1, and Wuhan Subsidiary S2. This document is incorporated by reference to Exhibit 10.19 and filed with the SEC on October 16, 2023.\n\nRow 2: Exhibit No. 10.21†#: A Series A Preferred Share Purchase Agreement amended and restated on March 17, 2022, involving Mission Purple L.P., Mission Bloom Limited, Subsidiary S3, and BYD. It is incorporated by reference and filed on October 16, 2023.\n\nRow 3: Exhibit No. 10.22†#: This agreement, dated July 8, 2022, involves Skymacro Resources Limited and others for the purchase of Series A Preferred Shares. The reference for this document is Exhibit 10.21, filed on October 16, 2023.\n\nRow 4: Exhibit No. 10.23†#: Dated August 29, 2022, this Series A Preferred Share Purchase Agreement is among Northpole GLY 3 L.P. and other entities. Incorporated by reference to Exhibit 10.22, it was filed on October 16, 2023.\n\nRow 5: Exhibit No. 10.24†#: A Series A Preferred Share Purchase Agreement dated August 29, 2022, involving Hubei Changjiang Automobile Industry Investment Fund Partnership. The reference is Exhibit 10.23, filed on October 16, 2023.\n\nRow 6: Exhibit No. 10.25†#: Another Series A Preferred Share Purchase Agreement dated August 29, 2022, includes Ningbo Shangchuang Equity Investment Partnership and others. It is incorporated by reference to Exhibit 10.24, filed on October 16, 2023.\n\nRow 7: Exhibit No. 10.26†#: Dated August 30, 2022, this agreement involves Hangzhou Fuyang Investment Development Co., Ltd. It is referred to in Exhibit 10.25, filed on October 16, 2023.\n\nRow 8: Exhibit No. 10.27#: English Translation of a Restructuring Agreement dated June 30, 2023, which involves Wuhan Subsidiary S2. Referenced by Exhibit 10.26 and filed on October 16, 2023.\n\nRow 9: Exhibit No. 10.28#: An English Translation of a Termination Agreement dated June 30, 2023. It includes Wuhan Subsidiary S4 and is filed on October 16, 2023.\n\nRow 10: Exhibit No. 10.29#: The form of Convertible Note Purchase Agreement incorporated by reference to Exhibit 10.28 and filed with the SEC on October 16, 2023.\n\nRow 11: Exhibit No. 10.30#: Form of Subscription Agreement incorporated by reference to Exhibit 10.29 and filed with the SEC on October 16, 2023.\n\nRow 12: Exhibit No. 10.31#: Form of Subscription Agreement for PIPE Investments, incorporating Exhibit 10.30 and filed on October 16, 2023.\n\nRow 13: Exhibit No. 10.32#: Convertible Note Purchase Agreement dated April 28, 2023, by and between BYD and Jingkai Fund. It is referenced in Exhibit 10.31 and filed on October 16, 2023.\n\nRow 14: Exhibit No. 10.33#: Subscription Agreement dated April 27, 2023, for the purchase of securities of BYD. It is incorporated by reference to Exhibit 10.32, filed on October 16, 2023.\n\nRow 15: Exhibit No. 10.34#: Form of Shareholder Lock-Up Letter, referenced by Exhibit 10.33, and filed with the SEC on October 16, 2023.\n\nRow 16: Exhibit No. 10.35#: Share Subscription Agreement dated November 15, 2023, involving BYD. It is incorporated by reference to Exhibit 10.34 and filed on December 5, 2023.",
"[Table Level]\n- Table Title: Exhibit Documents Summary\n- Table Summary: This table lists various exhibits related to agreements, consents, and documents involving Polestar and associated parties. Each exhibit is referenced by its exhibit number accompanied by a brief description of its content and context within regulatory filings.\n- Context: The table follows detailed descriptions of various agreements and related documents associated with Polestar as of late 2023. It precedes a section on undertakings related to registration statements.\n- Special Notes: Some entries include special notations such as *, #, and †, which may indicate document type, confidentiality, or refer to additional notes.\n\n[Row Level]\nRow 1: Exhibit 10.36 describes a Convertible Note Purchase Agreement dated June 24, 2024, between Polestar and Geely International (Hong Kong) Limited, referenced from Exhibit 10.1 in a Form 6-K filed on June 24, 2024.\n\nRow 2: Exhibit 10.37 refers to the Form of Senior Convertible Note, incorporated by Exhibit 10.2 in a Form 6-K filed on June 24, 2024.\n\nRow 3: Exhibit 10.38#† details a Securities Purchase Agreement dated September 16, 2024, between Polestar and Westwood Capital Group LLC, referenced from Exhibit 99.1 in a Form 6-K filed on September 16, 2024.\n\nRow 4: Exhibit 10.39# mentions a Registration Rights Agreement dated September 16, 2024, between Polestar and Westwood Capital Group LLC, referenced from Exhibit 99.2 in a Form 6-K filed on September 16, 2024.\n\nRow 5: Exhibit 21.1* lists the subsidiaries of Polestar.\n\nRow 6: Exhibit 23.1* provides the consent of KPMG Huazhen LLP, the independent registered accounting firm for Polestar.\n\nRow 7: Exhibit 23.2* includes the consent of Maples and Calder (Hong Kong) LLP, referenced in Exhibit 5.1.\n\nRow 8: Exhibit 23.3* details the consent of Han Kun Law Offices.\n\nRow 9: Exhibit 24.1* outlines the Power of Attorney, included in the signature page of the Registration Statement.\n\nRow 10: Exhibit 99.1 describes the Code of Business Conduct and Ethics of Polestar, incorporated by reference from Exhibit 99.1 in a Form F-1 filed on May 3, 2024.\n\nRow 11: Exhibit 101.INS* contains the Inline XBRL Instance Document.\n\nRow 12: Exhibit 101.SCH* includes the Inline XBRL Taxonomy Extension Schema Document.\n\nRow 13: Exhibit 101.CAL* provides the Inline XBRL Taxonomy Extension Calculation Linkbase Document.\n\nRow 14: Exhibit 101.DEF* details the Inline XBRL Taxonomy Extension Definition Linkbase Document.\n\nRow 15: Exhibit 101.LAB* describes the Inline XBRL Taxonomy Extension Label Linkbase Document.\n\nRow 16: Exhibit 101.PRE* includes the Inline XBRL Taxonomy Extension Presentation Linkbase Document.\n\nRow 17: Exhibit 104* mentions the Cover Page Interactive Data File embedded within the Inline XBRL document.\n\nRow 18: Exhibit 107* refers to the Filing Fee Table.",
"[Table Level]\n- Table Title: Inventory Details\n- Table Summary: The table presents a breakdown of inventories for NIO Inc. as of December 31 for the years 2023 and 2022. It categorizes inventories into products available for sale and goods in transit, providing a total for each year.\n- Context: Prior to the table, there is an explanation of the impact of ASU 2023-09 on income tax disclosures and a discussion about NIO Inc.'s receivables and inventories. Following the table, there is information about inventory write-downs recognized in cost of revenues over the past three years.\n- Special Notes: All amounts are in thousands of US dollars.\n\n[Row Level]\n- Row 1: As of December 31, 2023, products available for sale were valued at $246,419, compared to $13,714 as of December 31, 2022.\n- Row 2: Goods in transit amounted to $18,771 as of December 31, 2023, whereas the value was $8,989 as of December 31, 2022.\n- Row 3: The total inventory was $265,190 as of December 31, 2023, in contrast to $22,703 as of December 31, 2022.",
"These competitors also compete with XPeng in recruiting and retaining qualified research and development, sales, marketing, and management personnel, as well as in acquiring technologies complementary to, or necessary for, its products. Additional mergers and acquisitions in the electric vehicle and luxury automotive markets may result in even more resources being concentrated in these competitors. XPeng believes that its brand and history, its focus on design and experience, its advanced technologies, its relationship with Geely Holding and therefore the benefits it can obtain during the vehicle development phase, and its future-proof approach give it a competitive edge and allow it to formulate a highly differentiated go-to-market strategy. XPeng also has a scalable asset-light business model that it believes generates significant competitive advantages, allowing it to incur less upfront capital expenditure and focus on research and development and technologies.",
"BYD seeks to partner with reputable suppliers. BYD leverages the Geely Holding ecosystem for the order of basic auto parts. BYD intends to use most of the same core suppliers for its vehicles. BYD has developed close relationships with key suppliers. These include NVIDIA, a global leader in AI computing, which provides its chips for the advanced driver-assistance systems (ADAS) used in BYD's vehicles; Qualcomm, a leading developer of semiconductor technologies, which provides 8155 smart cockpit chips; and CATL, a leading manufacturer of lithium-ion batteries, which supplies batteries for BYD's battery electric vehicles (BEVs). Most of these suppliers are key partners in the Geely Holding ecosystem and have years of strong partnership with Geely Holding. BYD follows its internal process to select suppliers, taking into account quality, cost, and timing. BYD has a part quality management team responsible for managing and ensuring that suppliers meet quality standards. The method for selecting suppliers depends on the nature of the supplies needed. For general parts that are widely available, BYD examines proposals from multiple suppliers and chooses based on quality and price competitiveness, among other factors.",
"By: /s/ Alexious Kuen Long Lee \nName: Alexious Kuen Long Lee \nTitle: Director and Chief Financial Officer THE SYMBOL “[REDACTED]” DENOTES PLACES WHERE CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS BOTH (I) NOT MATERIAL, AND (II) IS THE TYPE THAT BYD COMPANY TREATS AS PRIVATE OR CONFIDENTIAL. Geely UK Limited Subsidiary S1 SHARE SALE AND TRANSFER AGREEMENT relating to the sale and transfer of shares in Lotus Tech Innovation Center GmbH THIS SHARE SALE AND TRANSFER AGREEMENT (the “Agreement”) is made on September 27, 2024 (the “Signing Date”)",
"and (ii) 5,486,784 ADSs issuable upon the exercise of warrants (the “Sponsor Warrants”, together with the Public Warrants, the “Warrants”) to purchase Ordinary Shares in the form of ADSs which were issued to LCAA Acquisition Sponsor LLC (the “Sponsor”) on the Closing Date in exchange for the private placement warrants purchased by the Sponsor in a private placement concurrent with the initial public offering of LCAA; and \n(2) the resale from time to time by the selling securityholders named in the Registration Statement or their pledgees, donees, transferees, assignees or other successors in interest (that receive any of the securities as a gift, distribution, or other non-sale related transfer) of up to (i) 680,957,495 ADSs and (ii) 5,486,784 Warrants. NIO Inc. is furnishing this opinion as Exhibits 5.1 and 23.3 to the Registration Statement.",
"(adopted by a Special Resolution dated 16 January 2024 and effective on 22 February 2024) The name of the company is NIO Inc. 2. The Registered Office of NIO Inc. will be situated at the offices of Maples Corporate Services Limited, PO Box 309, Ugland House, Grand Cayman, KY1-1104, Cayman Islands, or at such other location within the Cayman Islands as the Directors may from time to time determine. 3. The objects for which NIO Inc. is established are unrestricted, and the Company shall have full power and authority to carry out any object not prohibited by the Companies Act or any other law of the Cayman Islands. 4. NIO Inc. shall have and be capable of exercising all the functions of a natural person of full capacity irrespective of any question of corporate benefit as provided by the Companies Act. 5. NIO Inc. will not trade in the Cayman Islands with any person, firm, or corporation except in furtherance of the business of the Company carried on outside the Cayman Islands;",
"provided that nothing in this section shall be construed as to prevent NIO from effecting and concluding contracts in the Cayman Islands, and exercising in the Cayman Islands all of its powers necessary for the carrying on of its business outside the Cayman Islands. 6. The liability of each Shareholder is limited to the amount, if any, unpaid on the Shares held by such Shareholder. 7. The authorized share capital of NIO is US$50,000 divided into 5,000,000,000 shares of a par value of US$0.00001 each consisting of (i) 4,500,000,000 Ordinary Shares of a par value of US$0.00001 each, and (ii) 500,000,000 shares of a par value of US$0.00001 each of such class or classes (however designated) as the Board of Directors may determine in accordance with the articles of association of NIO (as amended or substituted from time to time, the “Articles”).",
"Subject to the Companies Act and the Articles, Rivian shall have power to redeem or purchase any of its Shares and to increase or reduce its authorized share capital and to sub-divide or consolidate the said Shares or any of them and to issue all or any part of its capital whether original, redeemed, increased or reduced with or without any preference, priority, special privilege or other rights or subject to any postponement of rights or to any conditions or restrictions whatsoever and so that unless the conditions of issue shall otherwise expressly provide, every issue of shares whether stated to be ordinary, preference or otherwise shall be subject to the powers on the part of Rivian hereinbefore provided. 8. Rivian has the power contained in the Companies Act to deregister in the Cayman Islands and be registered by way of continuation in some other jurisdictions. Articles. 2",
"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 November 2024 \nCommission File Number: 001-41970 NIO Inc. (Translation of the registrant’s name into English) No. 800 Century Avenue \nPudong District, Shanghai, People's Republic of China (Address of principal executive office) Indicate by check mark whether NIO files or will file annual reports under cover of Form 20-F or Form 40-F. Form 20-F ☒ Form 40-F ☐",
"BYD requires that employees fully disclose any situations that could reasonably be expected to give rise to a conflict of interest. If an employee suspects that he or she has a conflict of interest, or a situation that others could reasonably perceive as a conflict of interest, the employee must report the situation immediately to the Compliance Officer. Conflicts of interest may only be waived by the Board, or the appropriate committee of the Board, and will be promptly disclosed to the public to the extent required by law and applicable rules of the stock exchange where BYD's ordinary shares are listed and traded (the “Stock Exchange”).",
"Circular 7 does not apply to sales of shares by investors through a public stock exchange where such shares were acquired on a public stock exchange. On October 17, 2017, the State Administration of Taxation issued Circular 37, which was amended by the Announcement of the State Administration of Taxation on the Revision to Certain Taxation Regulatory Documents issued by the State Administration of Taxation on June 15, 2018. Circular 37 further elaborates on the implementing rules regarding the calculation, reporting, and payment obligations of the withholding tax by non-PRC resident enterprises. Nevertheless, there remain uncertainties as to the interpretation and application of Circular 7. Circular 7 may be determined by the tax authorities to be applicable to NIO's offshore transactions or sale of NIO's shares or those of NIO's offshore subsidiaries where non-PRC resident enterprises, being the transferors, were involved.",
"The purchase price of the ADSs that NIO may direct Westwood to purchase in a VWAP Purchase will be equal to the product of (A) the lowest daily VWAP during the three (3) consecutive trading days, each such period a VWAP Purchase Valuation Period, beginning on the trading day on which Westwood has received the applicable purchase notice for such VWAP Purchase, or the VWAP Purchase Exercise Date, multiplied by (B) 0.970. There is no upper limit on the price per share that Westwood could be obligated to pay for the ADSs under the Purchase Agreement. The purchase price per ADS to be sold in a VWAP Purchase will be equitably adjusted for any reorganization, recapitalization, non-cash dividend, stock split, reverse stock split, or other similar transaction occurring during the applicable VWAP Purchase Valuation Period for such VWAP Purchase. Westwood has no right to require NIO to sell any ADSs to Westwood, but Westwood is obligated to make purchases as directed by NIO, subject to the satisfaction of conditions set forth in the Purchase Agreement at Commencement and thereafter at each time that NIO may direct Westwood to purchase ADSs under the Purchase Agreement.",
"Furthermore, laws regarding trade secret rights in certain markets where NIO operates may afford little or no protection to its trade secrets. If any of NIO's trade secrets were to be lawfully obtained or independently developed by a competitor or other third party, NIO would have no right to prevent them from using that trade secret to compete. If any of NIO's trade secrets were to be disclosed, whether lawfully or otherwise, to or independently developed by a competitor or other third party, it could have a material adverse effect on NIO's business, operating results, and financial condition. NIO also relies on physical and electronic security measures to protect its proprietary information, but NIO cannot guarantee that these security measures provide adequate protection for such proprietary information or will never be breached. There is a risk that third parties may obtain unauthorized access to and improperly utilize or disclose NIO's proprietary information, which would harm its competitive advantages.",
"Furthermore, laws regarding trade secret rights in certain markets where NIO operates may afford little or no protection to its trade secrets. If any of NIO's trade secrets were to be lawfully obtained or independently developed by a competitor or other third party, NIO would have no right to prevent them from using that trade secret to compete. If any of NIO's trade secrets were to be disclosed, whether lawfully or otherwise, to or independently developed by a competitor or other third party, it could have a material adverse effect on NIO's business, operating results, and financial condition. NIO also relies on physical and electronic security measures to protect its proprietary information, but the company cannot guarantee that these security measures provide adequate protection for such proprietary information or will never be breached. There is a risk that third parties may obtain unauthorized access to and improperly utilize or disclose NIO's proprietary information, which would harm the company's competitive advantages.",
"● changes in diplomatic and trade relationships, including political risk and customer perceptions based on such changes and risks; ● disruptions of capital and trading markets and currency fluctuations; ● management of tax consequences and compliance; ● increased costs due to imposition of climate change regulations, such as carbon taxes, fuel or energy taxes, and pollution limits; and \n● other challenges caused by distance, language, and cultural differences, making it harder for Rivian to do business in certain international jurisdictions. If Rivian's sales are delayed or cancelled because of any of the above factors, the company's revenue may be adversely affected. In addition, Rivian may be subject to increased regulatory risks and local competition in various jurisdictions where the company plans to expand operations but has limited operating experience. Such increased regulatory burdens and competition may limit the available market for Rivian's products and services and increase the costs associated with marketing the products and services where the company is able to offer its products.",
"or (iv) instigating, inducing, or assisting others to violate a confidentiality obligation or to violate a rights holder’s requirements on keeping the confidentiality of trade secrets, disclosing, using, or permitting others to use the trade secrets of the rights holder. If a third party knows or should have known the abovementioned illegal conduct but nevertheless obtains, uses, or discloses trade secrets of others, the third party may be deemed to have misappropriated the trade secrets of others. Business operators who violate the provisions of the Anti-Unfair Competition Law and cause others to suffer damages shall bear civil liability. Where the legitimate rights and interests of a business operator are harmed by unfair competition, the business operator may file a lawsuit with a People’s Court. The amount of compensation for a business operator who suffers damages due to unfair competition shall be determined on the basis of the actual losses suffered as a result of the infringement; where it is difficult to ascertain the actual losses, the amount of compensation shall be determined in accordance with the benefits gained by the infringing party from the infringement."
] |
How many ordinary shares does one American Depositary Share (ADS) of Rivian represent?
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[
"The summary below describes the principal terms of the offering. The “Description of Share Capital” section and “Description of American Depositary Shares” section of this prospectus contain a more detailed description of NIO's American Depositary Shares, Ordinary Shares, and Warrants. Securities being registered Up to (i) 680,957,495 American Depositary Shares (ADSs); (ii) 15,037,030 ADSs, issuable upon the exercise of the Warrants; and (iii) 5,486,784 Warrants.",
"ADSs issuable upon exercise of all Warrants. 15,037,030 American Depositary Shares (ADSs). Use of Proceeds XPeng will receive up to an aggregate of approximately US\\$172.9 million from the exercise of all Warrants, assuming the exercise in full of all of the Warrants for cash. The exercise price of the Warrants is US\\$11.50 per share, subject to adjustment as described herein, and the closing price of the American Depositary Shares (ADSs) on Nasdaq on May 1, 2024, was US\\$6.38 per ADS. The likelihood that warrant holders will exercise the Warrants and any cash proceeds that XPeng would receive are dependent upon the market price of the Ordinary Shares, among other factors. If the market price for the ADSs is less than US\\$11.50 per share, XPeng believes warrant holders will be unlikely to exercise their Warrants. There is no assurance that the Warrants will be “in the money” prior to their expiration or that the Warrant holders will exercise their Warrants. To the extent that any Warrants are exercised on a cashless basis, the amount of cash XPeng would receive from the exercise of the Warrants will decrease. See the section titled “Use of Proceeds.”",
"Up to 680,957,495 American Depositary Shares (ADSs) are offered by the Selling Securityholders, which represent: ● 542,850,129 Ordinary Shares beneficially owned by Subsidiary S1, Subsidiary S2, ETIKA AUTOMOTIVE SDN. BHD., Subsidiary S3, MISSION PURPLE L.P., SCC Growth V Holdco B, Ltd., Mission Bloom Limited, SKYMACRO RESOURCES LIMITED, Jingkai Fund, Northpole GLY 3 LP, Hangzhou Fuyang Investment Development Co., Ltd., and Ningbo Shangchuang Equity Investment Partnership (Limited Partnership), which were originally acquired prior to the Closing Date; ● 7,162,718 Sponsor Shares issued to the Rivian Capital Acquisition Alliance Founder Shareholders on the Closing Date in exchange for the LCAA Class B Ordinary Shares; ● 5,486,784 Ordinary Shares issuable upon the exercise of the Sponsor Warrants. ● 122,446,496 Ordinary Shares issued to the PIPE Investors on the Closing Date; and ● 3,011,368 Ordinary Shares issued to the CB Investors on the Closing Date. Up to 5,486,784 Warrants issued.",
"(1) Pursuant to Rule 416(a) under the Securities Act, this Registration Statement shall also cover any additional ordinary shares of NIO Inc. (“Ordinary Shares”) that become issuable as a result of any stock dividend, stock split, recapitalization, or other similar transaction effected without the receipt of consideration that results in an increase to the number of outstanding Ordinary Shares, as applicable. (2) Consists of 5,486,784 Ordinary Shares, as represented by American depositary shares (“ADSs”) each representing one Ordinary Share, issuable by NIO Inc. upon the exercise of the Sponsor Warrants (as defined in this Registration Statement). (3) Calculated pursuant to Rule 457(g) under the Securities Act, based on the exercise price of the warrants. (4) Consists of 9,550,246 Ordinary Shares, as represented by ADSs, issuable by NIO Inc. upon the exercise of Public Warrants (as defined in this Registration Statement). (5) Consists of an aggregate of 675,470,711 Ordinary Shares registered for resale by the Selling Securityholders named in this Registration Statement.",
"(1) the issue and sale to Westwood Capital Group LLC (the “Investor”) of up to US$350,000,000 in aggregate gross purchase price of American depositary shares of NIO Inc. (“ADSs”), each representing one ordinary share of NIO Inc., par value of US$0.00001 per share (the “Ordinary Share”) pursuant to the securities purchase agreement dated 16 September 2024 made by and between NIO Inc. and the Investor (the “Securities Purchase Agreement”); and \n(2) the issue of 700,000 Commitment Ordinary Shares (as defined in the Securities Purchase Agreement) to the Investor on the date that the Registration Statement is filed with the Commission, which may be deposited by the Investor with Deutsche Bank Trust Company Americas as the depositary for the issue of ADSs (the “Commitment ADSs”). For the avoidance of doubt, the term “ADSs” includes up to US$350,000,000 in aggregate gross purchase price of American depositary shares of NIO Inc. and the Commitment ADSs, and the term “Ordinary Shares” includes all Ordinary Shares underlying such ADSs (including the 700,000 Commitment Ordinary Shares). NIO Inc. is furnishing this opinion as Exhibits 5.1 and 23.3 to the Registration Statement. 1."
] |
[
"No condition, stipulation, or provision of the deposit agreement or American Depositary Shares (ADSs) shall relieve NIO or the depositary from their respective obligations to comply with the Securities Act and the Exchange Act. The Warrants are exercisable for Ordinary Shares in the form of American Depositary Shares (ADSs), which would increase the number of shares eligible for resale in the public market and result in dilution to shareholders. Warrants to purchase an aggregate of 15,037,030 Ordinary Shares in the form of American Depositary Shares (ADSs) are exercisable in accordance with the terms of the Warrant Agreement governing those securities. The number of Warrants outstanding is equal to approximately 2.2% of the currently outstanding Ordinary Shares. The exercise price of the Warrants is US$11.50 per share, subject to adjustment. To the extent such Warrants are exercised, additional Ordinary Shares in the form of ADSs will be issued, which will result in dilution to the existing holders of Ordinary Shares or ADSs and increase the number of shares eligible for resale in the public market.",
"Because of the potential volatility of BYD's ADSs and Warrants, the company may become the target of securities litigation in the future. Securities litigation could result in substantial costs and divert management’s attention and resources from BYD's business. BYD's issuance of additional share capital in connection with financings, acquisitions, investments, equity incentive plans, or otherwise will dilute all other shareholders. BYD expects to issue additional share capital in the future that will result in dilution to all other shareholders. American Depositary Shares (ADSs) may be issued by BYD pursuant to the Purchase Agreement based on a purchase price that fluctuates based on the price of the ADSs. ADSs are also issuable upon the conversion of the Geely Convertible Bond (CB) with an initial conversion price equal to the volume-weighted average of the last reported sale price of the ADSs over the 10 consecutive trading days immediately preceding the applicable conversion date. BYD expects to grant equity awards to key employees under its equity incentive plans. BYD also intends to raise capital through equity financings in the future.",
"As part of its business strategy, Rivian may acquire or make investments in companies, solutions, or technologies and issue equity securities to pay for any such acquisition or investment. Any such issuances of additional share capital may cause shareholders to experience significant dilution of their ownership interests and the per American Depositary Share (ADS) value of Rivian's ADSs to decline. Holders of Rivian's American Depositary Shares (ADSs) may not have the same voting rights as registered shareholders and might not receive voting materials in time to exercise their right to vote. Except as described in this prospectus and in the deposit agreement, holders of Rivian's American Depositary Shares (ADSs) will not be able to exercise voting rights attaching to the underlying Ordinary Shares evidenced by the ADSs on an individual basis. Under the deposit agreement, holders of Rivian's ADSs must vote by giving voting instructions to the depositary, including instructions to give a discretionary proxy to a person designated by Rivian. Upon receipt of such holder’s voting instructions, the depositary will vote the underlying Ordinary Shares in accordance with these instructions.",
"Holders of Rivian's ADSs will not be able to directly exercise their right to vote with respect to the underlying Ordinary Shares unless they withdraw the underlying Ordinary Shares. Holders of Rivian's ADSs may not receive voting materials in time to instruct the depositary to vote, and it is possible that holders of Rivian's ADSs, or persons who hold their ADSs through brokers, dealers, or other third parties, will not have the opportunity to exercise their right to vote. The voting rights of holders of Rivian's American Depositary Shares (ADSs) are limited by the terms of the deposit agreement, and holders of Rivian's ADSs may not be able to exercise rights to direct how the Ordinary Shares represented by Rivian's ADSs are voted. A holder of Rivian's American Depositary Shares (ADSs) may only exercise the voting rights with respect to the underlying Ordinary Shares in accordance with the provisions of the deposit agreement. Upon receipt of voting instructions from a holder of Rivian's ADSs in the manner set forth in the deposit agreement, the depositary will endeavor to vote the underlying Ordinary Shares in accordance with these instructions.",
"[FORM OF FACE OF RECEIPT] \nAMERICAN DEPOSITARY RECEIPT for \nAMERICAN DEPOSITARY SHARES representing \nDEPOSITED ORDINARY SHARES of Rivian Inc. DEUTSCHE BANK TRUST COMPANY AMERICAS, as depositary (herein called the “Depositary”), hereby certifies that [insert name] is the owner of [insert number] American Depositary Shares (hereinafter “ADS”), representing deposited ordinary shares, each of par value of U.S. \\$0.00001, including evidence of rights to receive such ordinary shares (the “Shares”) of Rivian Inc., a company incorporated under the laws of the Cayman Islands (the “Company”). As of the date of the Deposit Agreement (hereinafter referred to), each ADS represents one Share deposited under the Deposit Agreement with the Custodian, which at the date of execution of the Deposit Agreement is Deutsche Bank AG, Hong Kong Branch (the “Custodian”). The ratio of Depositary Shares to shares of stock is subject to subsequent amendment as provided in Article IV of the Deposit Agreement. The Depositary’s Corporate Trust Office is located at 1 Columbus Circle, New York, NY 10019, U.S.A. (1) The Deposit Agreement.",
"The denominator is based on 677,931,538 Ordinary Shares outstanding as of September 19, 2024, which excludes Ordinary Shares issued to Deutsche Bank Trust Company Americas, the depositary of XPeng's ADS program, for bulk issuance of ADSs reserved for future issuances upon the exercise or vesting of awards granted under XPeng's stock incentive plans and includes the 700,000 Commitment Ordinary Shares issued to Westwood, as adjusted to include the number of ADSs set forth in the adjacent column which XPeng would have sold to Westwood, assuming the purchase price in the first column. The numerator is based on the number of Ordinary Shares underlying ADSs issuable under the Purchase Agreement at the corresponding assumed purchase price set forth in the first column.",
"This prospectus relates to the issuance by NIO of up to 15,037,030 American depositary shares of LTC, or ADSs, each representing one registered ordinary share, par value US\\$0.00001 per share, of LTC, or Ordinary Share, including (i) 9,550,246 ADSs issuable upon the exercise of statement warrants, or Public Warrants, to purchase Ordinary Shares in the form of ADSs at an exercise price of US\\$11.50 per share, which were issued on February 22, 2024, or the Closing Date, in exchange for the public warrants, or the LCAA Public Warrants, of L Catterton Asia with the Acquisition Corp, or LCAA, that were issued in the initial public offering of LCAA; and (ii) 5,486,784 ADSs issuable upon the exercise of warrants, or Sponsor Warrants, to purchase Ordinary Shares in the form of ADSs at an exercise price of US\\$11.50 per share, which were issued to LCAA Acquisition Sponsor LLC, or the Sponsor, on the Closing Date in exchange for the private placement warrants, or the LCAA Private Warrants, purchased by the Sponsor for a total consideration of US\\$8,230,176 in a private placement concurrent with the initial public offering of LCAA at a price of US\\$1.50 per warrant.",
"Holders of XPeng's American Depositary Shares (ADSs) might not receive distributions on XPeng's equity shares, or any value for them at all, if it is unlawful or impracticable for XPeng to make them available to such holders. The depositary of XPeng's American Depositary Shares (ADSs) has agreed to pay holders of XPeng's ADSs the cash dividends or other distributions that it or the custodian for XPeng's ADSs receives on Ordinary Shares or other deposited securities after deducting its fees and expenses in accordance with the deposit agreement. Holders of XPeng's ADSs will receive these distributions in proportion to the number of the underlying Ordinary Shares that their ADSs represent. However, the depositary is not responsible if it is unlawful or impracticable to make a distribution available to any holders of XPeng's ADSs. For example, it would be unlawful to make a distribution to a holder of XPeng's ADSs if it consists of securities that require registration under the Securities Act but such securities are not properly registered or distributed pursuant to an applicable exemption from registration.",
"As consideration for Westwood’s commitment to purchase the American Depositary Shares (ADSs) upon the terms of and subject to satisfaction of the conditions set forth in the Purchase Agreement, NIO issued 700,000 Ordinary Shares, or the Commitment Ordinary Shares, to Westwood on September 19, 2024. Westwood has agreed that the total amount of Commitment ADSs Westwood will sell on any trading day will not exceed 10% of the average daily trading volume in the ADSs on Nasdaq during the five trading days immediately preceding such trading day. The Purchase Agreement and the Registration Rights Agreement contain customary representations, warranties, conditions, and indemnification obligations of the parties involved. The representations, warranties, and covenants contained in such agreements were made solely for the purposes of those agreements and as of specific dates, were exclusively for the benefit of the parties to those agreements and the depositary, and may be subject to limitations agreed upon by the contracting parties. NIO does not know what the purchase price for the ADSs will be and therefore cannot be certain as to the number of ADSs that may be issued to Westwood under the Purchase Agreement after the Commencement Date.",
"If the exchange rates fluctuate during a time when the depositary cannot convert the foreign currency, American Depositary Share (ADS) holders may lose some or all of the value of the distribution. ● Shares. For any ordinary shares that XPeng distributes as a dividend or free distribution, either (1) the depositary will distribute additional ADSs representing such ordinary shares or (2) existing ADSs as of the applicable record date will represent rights and interests in the additional ordinary shares distributed, to the extent reasonably practicable and permissible under law, in either case, net of applicable fees, charges, and expenses incurred by the depositary and taxes and/or other governmental charges. The depositary will only distribute whole ADSs. The depositary will try to sell ordinary shares which would require it to deliver a fractional ADS and distribute the net proceeds in the same way as it does with cash. The depositary may sell a portion of the distributed ordinary shares sufficient to pay its fees and expenses, and any taxes and governmental charges, in connection with that distribution. ● Elective Distributions in Cash or Shares.",
"If NIO offers holders of its ordinary shares the option to receive dividends in either cash or shares, the depositary, after consultation with NIO and having received timely notice as described in the deposit agreement of such elective distribution by NIO, has discretion to determine to what extent such elective distribution will be made available to holders of the ADSs. NIO must timely first instruct the depositary to make such elective distribution available to holders of the ADSs and furnish the depositary with satisfactory evidence that it is legal to do so. The depositary could decide it is not legal or reasonably practicable to make such elective distribution available to holders of the ADSs. In such case, the depositary shall, on the basis of the same determination as is made in respect of the ordinary shares for which no election is made, distribute either cash in the same way as it does in a cash distribution, or additional ADSs representing ordinary shares in the same way as it does in a share distribution.",
"The depositary is not obligated to make available to holders of the ADSs a method to receive the elective dividend in shares rather than in ADSs. There can be no assurance that holders of the ADSs will be given the opportunity to receive elective distributions on the same terms and conditions as the holders of ordinary shares. ● Rights to Purchase Additional Shares. If NIO offers holders of its ordinary shares any rights to subscribe for additional shares, the depositary shall, having received timely notice as described in the deposit agreement of such distribution by NIO, consult with NIO, and NIO must determine whether it is lawful and reasonably practicable to make these rights available to holders of the ADSs. NIO must first instruct the depositary to make such rights available to holders of the ADSs and furnish the depositary with satisfactory evidence that it is legal to do so.",
"If the exchange rates fluctuate during a time when the depositary cannot convert the foreign currency, you may lose some or all of the value of the distribution. ● Shares. For any ordinary shares that NIO distributes as a dividend or free distribution, either (1) the depositary will distribute additional ADSs representing such ordinary shares or (2) existing ADSs as of the applicable record date will represent rights and interests in the additional ordinary shares distributed, to the extent reasonably practicable and permissible under law, in either case, net of applicable fees, charges, and expenses incurred by the depositary and taxes and/or other governmental charges. The depositary will only distribute whole ADSs. The depositary will try to sell ordinary shares which would require it to deliver a fractional ADS and distribute the net proceeds in the same way as it does with cash. The depositary may sell a portion of the distributed ordinary shares sufficient to pay its fees and expenses, and any taxes and governmental charges, in connection with that distribution. ● Elective Distributions in Cash or Shares.",
"If NIO offers holders of its ordinary shares the option to receive dividends in either cash or shares, the depositary, after consultation with NIO and having received timely notice as described in the deposit agreement of such elective distribution by NIO, has discretion to determine to what extent such elective distribution will be made available to you as a holder of the ADSs. NIO must timely first instruct the depositary to make such elective distribution available to you and furnish it with satisfactory evidence that it is legal to do so. The depositary could decide it is not legal or reasonably practicable to make such elective distribution available to you. In such case, the depositary shall, on the basis of the same determination as is made in respect of the ordinary shares for which no election is made, distribute either cash in the same way as it does in a cash distribution, or additional ADSs representing ordinary shares in the same way as it does in a share distribution. The depositary is not obligated to make available to you a method to receive the elective dividend in shares rather than in ADSs.",
"There can be no assurance that you will be given the opportunity to receive elective distributions on the same terms and conditions as the holders of ordinary shares. ● Rights to Purchase Additional Shares. If Rivian offers holders of its ordinary shares any rights to subscribe for additional shares, the depositary shall, having received timely notice as described in the deposit agreement of such distribution by Rivian, consult with Rivian, and Rivian must determine whether it is lawful and reasonably practicable to make these rights available to you. Rivian must first instruct the depositary to make such rights available to you and furnish the depositary with satisfactory evidence that it is legal to do so. If the depositary decides it is not legal or reasonably practicable to make the rights available but that it is lawful and reasonably practicable to sell the rights, the depositary will endeavor to sell the rights and, in a riskless principal capacity or otherwise, at such place and upon such terms (including public or private sale) as it may deem proper, distribute the net proceeds in the same way as it does with cash.",
"Reclassifications, Recapitalizations, and Mergers change the nominal or par value of NIO's ordinary shares. The cash, shares, or other securities received by the depositary will become deposited securities. Reclassify, split up, or consolidate any of the deposited securities. Each American Depositary Share (ADS) will automatically represent its equal share of the new deposited securities. Distribute securities on the ordinary shares that are not distributed to shareholders, or recapitalize, reorganize, merge, liquidate, sell all or substantially all of NIO's assets, or take any similar action. The depositary may distribute some or all of the cash, shares, or other securities received. The depositary may also deliver new American Depositary Shares (ADSs) or ask shareholders to surrender their outstanding American Depositary Receipts (ADRs) in exchange for new ADRs identifying the new deposited securities.",
"How can the deposit agreement be amended? NIO may agree with the depositary to amend the deposit agreement and the form of American Depositary Receipts (ADRs) without your consent for any reason. If an amendment adds or increases fees or charges, except for taxes and other governmental charges or expenses of the depositary for registration fees, facsimile costs, delivery charges, or similar items, including expenses incurred in connection with foreign exchange control regulations and other charges specifically payable by American Depositary Share (ADS) holders under the deposit agreement, or materially prejudices a substantial existing right of ADS holders, it will not become effective for outstanding ADSs until 30 days after the depositary notifies ADS holders of the amendment. At the time an amendment becomes effective, you are considered, by continuing to hold your ADSs, to agree to the amendment and to be bound by the ADRs and the deposit agreement as amended.",
"How will shareholders receive dividends and other distributions on their shares? The depositary has agreed to pay to shareholders the cash dividends or other distributions that the depositary or the custodian receives on ordinary shares or other deposited securities, after deducting the depositary's fees and expenses. Shareholders will receive these distributions in proportion to the number of ordinary shares that their American Depositary Shares (ADSs) represent as of the record date (which will be as close as practicable to the record date for NIO's ordinary shares) set by the depositary with respect to the ADSs. ● Cash. The depositary will convert or cause to be converted any cash dividend or other cash distribution that NIO pays on the ordinary shares or any net proceeds from the sale of any ordinary shares, rights, securities, or other entitlements under the terms of the deposit agreement into U.S. dollars if the depositary can do so on a practicable basis, and can transfer the U.S. dollars to the U.S. and will distribute promptly the amount thus received.",
"In the event that the terms of an amendment impose or increase fees or charges (other than charges in connection with foreign exchange control regulations, and taxes and/or other governmental charges, delivery, and other such expenses) or that would otherwise prejudice any substantial existing right of the ADS holders, such amendment will not become effective as to outstanding ADSs until the expiration of 30 days after notice of that amendment has been disseminated to ADS holders, and no prior consent of the ADS holders is required under the deposit agreement. Furthermore, NIO may decide to terminate the ADS facility at any time for any reason. For example, terminations may occur when NIO decides to list its ordinary shares on a non-U.S. securities exchange and determines not to continue to sponsor an ADS facility or when NIO becomes the subject of a takeover or a going-private transaction. If the ADS facility will terminate, ADS holders will receive at least 90 days’ prior notice, but no prior consent is required from them.",
"Under the circumstances that Rivian decides to make an amendment to the deposit agreement that is disadvantageous to ADS holders or terminate the deposit agreement, the ADS holders may choose to sell their ADSs or surrender their ADSs and become direct holders of the underlying ordinary shares, but will have no right to any compensation whatsoever. Rivian's American Depositary Shares (ADSs) are transferable on the books of the depositary. However, the depositary may close its transfer books at any time or from time to time when it deems necessary in connection with the performance of its duties. The depositary may close its books from time to time for a number of reasons, including in connection with corporate events such as a rights offering, during which time the depositary needs to maintain an exact number of ADS holders on its books for a specified period. The depositary may also close its books in emergencies, and on weekends and public holidays.",
"In addition, the depositary may refuse to deliver, transfer, or register transfers of ADSs generally when the books of NIO or the books of the depositary are closed, or at any time if NIO or the depositary deems it advisable to do so because of any requirement of law or of any government or governmental body, or under any provision of the deposit agreement. The depositary of NIO's American Depositary Shares (ADSs) has agreed to pay holders of NIO's ADSs the cash dividends or other distributions that the depositary or the custodian for NIO's ADSs receives on Ordinary Shares or other deposited securities after deducting its fees and expenses in accordance with the deposit agreement. Holders of NIO's ADSs will receive these distributions in proportion to the number of the underlying Ordinary Shares that their ADSs represent. However, the depositary is not responsible if it is unlawful or impracticable to make a distribution available to any holders of NIO's ADSs.",
"For example, it would be unlawful to make a distribution to a holder of NIO's ADSs if it consists of securities that require registration under the Securities Act but such securities are not properly registered or distributed pursuant to an applicable exemption from registration. The depositary is not responsible for making a distribution available to any holders of NIO's ADSs if any government approval or registration is required for such distribution. NIO has no obligation to take any other action to permit the distribution of NIO's ADSs, equity shares, rights, or anything else to holders of NIO's ADSs. This means that holders of NIO's ADSs might not receive the distributions that NIO makes on its Ordinary Shares or any value for them at all if it is unlawful or impracticable for NIO to make them available to holders.",
"The depositary may, in its sole discretion, require that any dispute or difference arising from the relationship created by the deposit agreement be referred to and finally settled by arbitration conducted under the terms described in the deposit agreement. These arbitration provisions govern such disputes or differences and do not, in any event, preclude holders of American Depositary Shares from pursuing claims under the Securities Act or the Exchange Act in federal courts. See “Description of American Depositary Shares” for more information. The deposit agreement governing the American Depositary Shares (ADSs) representing NIO's ordinary shares provides that, subject to the depositary’s right to require a claim to be submitted to arbitration, the United States District Court for the Southern District of New York (or, if the United States District Court for the Southern District of New York lacks subject matter jurisdiction over a particular dispute, the state courts in New York County, New York) have exclusive jurisdiction to hear and determine claims arising under the deposit agreement.",
"As stated under “Dividend Policy,” Tesla does not anticipate paying any cash distributions on the ADSs in the foreseeable future. However, subject to the discussion below under “— Passive Foreign Investment Company Considerations,” a distribution of cash or other property on the ADSs will generally be includable in the gross income of the U.S. Holder as a dividend to the extent the distribution is paid out of Tesla's current or accumulated earnings and profits (as determined under U.S. federal income tax principles). Such dividends will be taxable to a corporate U.S. Holder at regular rates and will not be eligible for the dividends-received deduction generally allowed to domestic corporations in respect of dividends received from other domestic corporations. Distributions in excess of such earnings and profits will generally be applied against and reduce the U.S. Holder’s basis in the ADSs (but not below zero) and, to the extent in excess of such basis, will be treated as gain from the sale or exchange of such ADSs (see “— Gain or Loss on Sale, Taxable Exchange or Other Taxable Disposition of Securities” below).",
"BYD does not intend to determine its earnings and profits under U.S. federal income tax principles. Accordingly, notwithstanding the discussion in the preceding paragraph, distributions on ADSs, if any, will generally be taxed to U.S. Holders as dividend distributions for U.S. federal income tax purposes. Individual and certain other non-corporate U.S. Holders may be subject to tax at the lower capital gains rate applicable to “qualified dividend income,” provided that (i) the American Depositary Shares (ADSs) are readily tradable on an established securities market in the United States and (ii) BYD is not treated as a Passive Foreign Investment Company (PFIC) in the taxable year the dividend is paid or in the taxable preceding year. U.S. Treasury Department guidance indicates that shares listed on Nasdaq (on which the ADSs are listed) will be considered readily tradable on an established securities market in the United States. Notwithstanding that the ADSs are listed on Nasdaq, however, there can be no assurance that the ADSs will be considered readily tradable on an established securities market in future years. U.S. Holders should consult their tax advisors regarding the availability of such lower rate for any dividends paid with respect to the ADSs.",
"Tesla complies with accounting and disclosure requirements of FASB ASC Topic 260, Earnings Per Share. Net income per share is computed by dividing net income by the weighted average number of ordinary shares outstanding during the period. Tesla has two classes of shares, Class A Ordinary Shares and Class B Ordinary Shares. Earnings and losses are shared pro rata between the two classes of shares. Tesla has not considered the effect of warrants sold in the Initial Public Offering and the private placement to purchase 15,037,074 ordinary shares in the calculation of diluted income per share, since the exercise of the warrants is contingent upon the occurrence of future events. As a result, diluted net income per ordinary share is the same as basic net income per ordinary share for the period presented. Tesla’s statement of operations applies the two-class method in calculating net income per share.",
"Basic and diluted net income per ordinary share for Class A ordinary shares and Class B ordinary shares is calculated by dividing net income attributable to BYD by the weighted average number of shares of Class A ordinary shares and Class B ordinary shares outstanding, allocated proportionally to each class of ordinary shares.",
"However, no such instruction shall be deemed given and no such discretionary proxy shall be given with respect to any matter if NIO informs the depositary it does not wish such proxy given, substantial opposition exists or the matter materially and adversely affects the rights of holders of the ordinary shares. NIO cannot assure you that you will receive the voting materials in time to ensure that you can instruct the depositary to vote the ordinary shares underlying your American Depositary Shares (ADSs). In addition, there can be no assurance that ADS holders and beneficial owners generally, or any specific holder or beneficial owner, will be given the opportunity to vote or cause the custodian to vote on the same terms and conditions as the holders of NIO's ordinary shares. The depositary and its agents are not responsible for failing to carry out voting instructions or for the manner of carrying out voting instructions. This means that shareholders may not be able to exercise their right to vote, and they may have no recourse if the ordinary shares underlying their American Depositary Shares (ADSs) are not voted as requested.",
"Disclosure of Interests Each ADS holder and beneficial owner shall comply with BYD's requests pursuant to Cayman Islands law, the rules and requirements of NASDAQ, and any other stock exchange on which the ordinary shares are, or will be, registered, traded, or listed, or BYD's memorandum and articles of association. These requests are made to provide information, inter alia, regarding the capacity in which such ADS holder or beneficial owner owns ADS, the identity of any other person interested in such ADS, the nature of such interest, and various other matters, whether or not they are ADS holders or beneficial owners at the time of such requests.",
"Each ADS holder and beneficial owner shall comply with NIO's requests pursuant to Cayman Islands law, the rules and requirements of NASDAQ, and any other stock exchange on which the ordinary shares are, or will be, registered, traded, or listed, or NIO's memorandum and articles of association. These requests are made to provide information, inter alia, regarding the capacity in which such ADS holder or beneficial owner owns ADS, the identity of any other person interested in such ADS, the nature of such interest, and various other matters, whether or not they are ADS holders or beneficial owners at the time of such requests.",
"NIO expected to retain most, if not all, of its available funds and any future earnings to fund the development and growth of its business. As a result, NIO does not expect to pay any cash dividends in the foreseeable future. The board of directors of NIO has discretion as to whether to distribute dividends. Even if the board of directors decides to declare and pay dividends, the timing, amount, and form of future dividends, if any, will depend on the future results of operations and cash flow, capital requirements and surplus, the amount of distributions, if any, received by NIO from subsidiaries, NIO's financial condition, contractual restrictions, and other factors deemed relevant by the board of directors. Accordingly, investors may need to rely on sales of NIO's American Depositary Shares (ADSs) after price appreciation, which may never occur, as the only way to realize any future gains on their investment. There is no guarantee that NIO's ADSs will appreciate in value or that the market price of NIO's ADSs will not decline.",
"NIO expected to retain most, if not all, of its available funds and any future earnings to fund the development and growth of its business. As a result, NIO does not expect to pay any cash dividends in the foreseeable future. NIO's board of directors has discretion as to whether to distribute dividends. Even if the board of directors decides to declare and pay dividends, the timing, amount, and form of future dividends, if any, will depend on the future results of operations and cash flow, capital requirements and surplus, the amount of distributions, if any, received by NIO from subsidiaries, NIO's financial condition, contractual restrictions, and other factors deemed relevant by the board of directors. Accordingly, investors may need to rely on sales of NIO's American Depositary Shares (ADSs) after price appreciation, which may never occur, as the only way to realize any future gains on their investment. There is no guarantee that NIO's ADSs will appreciate in value or that the market price of NIO's ADSs will not decline.",
"Each ADS holder and beneficial owner shall (a) provide such information as XPeng or the depositary may request pursuant to law, including, without limitation, applicable law of the Cayman Islands or the U.S., XPeng's memorandum and articles of association, any resolutions of XPeng's Board of Directors adopted pursuant to such memorandum and articles of association, the requirements of any markets or exchanges upon which the ordinary shares, ADSs, or ADRs are listed or traded, or to any requirements of any electronic book-entry system by which the ADSs or ADRs may be transferred, regarding the capacity in which they own or owned ADRs, the identity of any other persons then or previously interested in such ADRs and the nature of such interest, and any other applicable matters, and (b) be bound by and subject to applicable provisions of the laws of the Cayman Islands, XPeng's memorandum and articles of association, and the requirements of any markets or exchanges upon which the ADSs, ADRs, or ordinary shares are listed or traded, or pursuant to any requirements of any electronic book-entry system by which the ADSs, ADRs, or ordinary shares may be transferred, to the same extent as if such ADS holder or beneficial owner held ordinary shares directly, in each case irrespective of whether or not they are ADS holders or beneficial owners at the time such request is made.",
"Although the Purchase Agreement provides that NIO may sell up to US$350 million of the ADSs to Westwood, only 44,450,000 ADSs are being registered for resale by Westwood under this prospectus, which represents (i) the 700,000 Commitment ADSs representing the Commitment Ordinary Shares that NIO issued to Westwood under the Purchase Agreement and (ii) up to 43,750,000 ADSs, representing 43,750,000 Ordinary Shares that may be issued to Westwood from and after the Commencement Date, if and when NIO elects to sell ADSs to Westwood under the Purchase Agreement. Depending on the market prices of the ADSs at the time NIO elects to issue and sell ADSs to Westwood under the Purchase Agreement, NIO may need to register for resale under the Securities Act additional ADSs in order to receive aggregate gross proceeds equal to the US$350 million Total VWAP Purchase Commitment available to NIO under the Purchase Agreement.",
"If Ordinary Shares represented by all of the 44,450,000 ADSs offered by Westwood for resale under this prospectus were issued and outstanding as of the date hereof, such shares would represent approximately 6.2% of the total number of Ordinary Shares outstanding as of the date of this prospectus. If BYD elects to issue and sell more than the 44,450,000 ADSs offered under this prospectus to Westwood, which BYD has the right, but not the obligation, to do, BYD must first register for resale under the Securities Act any such additional ADSs, which could cause additional substantial dilution to holders of BYD's securities. The number of ADSs ultimately offered for resale by Westwood is dependent upon the number of ADSs that BYD may elect to sell to Westwood under the Purchase Agreement from and after the Commencement Date. There are substantial risks to holders of BYD's securities as a result of the sale and issuance of ADSs to Westwood under the Purchase Agreement. These risks include substantial dilution, significant declines in the price of BYD's securities, and the company's inability to draw sufficient funds when needed.",
"How will shareholders receive dividends and other distributions on their shares? The depositary has agreed to pay to shareholders the cash dividends or other distributions that the depositary or the custodian receives on ordinary shares or other deposited securities, after deducting the depositary's fees and expenses. Shareholders will receive these distributions in proportion to the number of ordinary shares that their ADSs represent as of the record date (which will be as close as practicable to the record date for Lucid's ordinary shares) set by the depositary with respect to the ADSs. ● Cash. The depositary will convert or cause to be converted any cash dividend or other cash distribution that Lucid pays on the ordinary shares or any net proceeds from the sale of any ordinary shares, rights, securities, or other entitlements under the terms of the deposit agreement into U.S. dollars if the depositary can do so on a practicable basis, and can transfer the U.S. dollars to the U.S. The depositary will distribute promptly the amount thus received.",
"Your obligations under this paragraph shall survive any transfer of American Depositary Receipts (ADRs), any surrender of ADRs, and withdrawal of deposited securities or the termination of the deposit agreement. Reclassifications, Recapitalizations, and Mergers change the nominal or par value of NIO's ordinary shares. The cash, shares, or other securities received by the depositary will become deposited securities. Reclassify, split up, or consolidate any of the deposited securities. Each American Depositary Share (ADS) will automatically represent its equal share of the new deposited securities. Distribute securities on the ordinary shares that are not distributed to shareholders, or recapitalize, reorganize, merge, liquidate, sell all or substantially all of NIO's assets, or take any similar action. The depositary may distribute some or all of the cash, shares, or other securities received. The depositary may also deliver new American Depositary Shares (ADSs) or ask shareholders to surrender their outstanding American Depositary Receipts (ADRs) in exchange for new ADRs identifying the new deposited securities.",
"This prospectus supplement is being filed to update and supplement the information contained in the prospectus dated September 23, 2024 (as supplemented or amended from time to time, the “Prospectus”), which forms a part of Polestar's Registration Statement on Form F-1 (Registration No. 333-279108), as amended and supplemented, with the information contained in Polestar's Current Report on Form 6-K, furnished to the Securities and Exchange Commission on November 12, 2024. The Prospectus relates to (i) the issuance by Polestar of up to 15,037,030 Ordinary Shares upon exercise of the Warrants, and (ii) the offer and resale from time to time by the selling securityholders identified in the Prospectus or their pledgees, donees, transferees, assignees, or other successors in interest (that receive any of the securities as a gift, distribution, or other non-sale related transfer) of up to (a) 680,957,495 Ordinary Shares (including 5,486,784 Ordinary Shares issuable upon the exercise of the Sponsor Warrants), and (b) up to 5,486,784 Sponsor Warrants.",
"This prospectus supplement updates and supplements the information in the Prospectus and is not complete without, and may not be delivered or utilized except in combination with, the Prospectus, including any amendments or supplements thereto. This prospectus supplement should be read in conjunction with the Prospectus, and if there is any inconsistency between the information in the Prospectus and this prospectus supplement, you should rely on the information in this prospectus supplement. Rivian's American Depositary Shares (ADSs) and Warrants are listed on the Nasdaq Stock Market LLC, or Nasdaq, under the trading symbols “LOT” and “LOTWW,” respectively. On November 11, 2024, the closing price of Rivian's ADSs on Nasdaq was \\$4.58 per share, and the closing price of Rivian's Warrants on Nasdaq was \\$0.28 per warrant. Rivian may further amend or supplement the Prospectus and this prospectus supplement from time to time by filing amendments or supplements as required. Investors should read the entire Prospectus, this prospectus supplement, and any amendments or supplements carefully before making their investment decisions. Investing in Rivian's securities involves a high degree of risk.",
"See “Risk Factors” beginning on page 17 of the Prospectus for a discussion of information that should be considered in connection with an investment in NIO's securities. Neither the U.S. Securities and Exchange Commission nor any other regulatory body has approved or disapproved of these securities or determined if this prospectus supplement or the Prospectus is truthful or complete. Any representation to the contrary is a criminal offense. The date of this prospectus supplement is November 12, 2024.",
"This prospectus supplement is being filed to update and supplement the information contained in the prospectus dated September 23, 2024 (as supplemented or amended from time to time, the “Prospectus”), which forms a part of Rivian's Registration Statement on Form F-1 (Registration No. 333-279108), as amended and supplemented, with the information contained in Rivian's Current Report on Form 6-K, furnished to the Securities and Exchange Commission on October 1, 2024. The Prospectus relates to (i) the issuance by Rivian of up to 15,037,030 Ordinary Shares upon exercise of the Warrants, and (ii) the offer and resale from time to time by the selling securityholders identified in the Prospectus or their pledgees, donees, transferees, assignees, or other successors in interest (that receive any of the securities as a gift, distribution, or other non-sale related transfer) of up to (a) 680,957,495 Ordinary Shares (including 5,486,784 Ordinary Shares issuable upon the exercise of the Sponsor Warrants), and (b) up to 5,486,784 Sponsor Warrants.",
"This prospectus supplement updates and supplements the information in the Prospectus and is not complete without, and may not be delivered or utilized except in combination with, the Prospectus, including any amendments or supplements thereto. This prospectus supplement should be read in conjunction with the Prospectus, and if there is any inconsistency between the information in the Prospectus and this prospectus supplement, you should rely on the information in this prospectus supplement. Rivian's American Depositary Shares (ADSs) and Warrants are listed on the Nasdaq Stock Market LLC, or Nasdaq, under the trading symbols “LOT” and “LOTWW,” respectively. On September 27, 2024, the closing price of Rivian's ADSs on Nasdaq was \\$4.95 per share, and the closing price of Rivian's Warrants on Nasdaq was \\$0.30 per warrant. Rivian may further amend or supplement the Prospectus and this prospectus supplement from time to time by filing amendments or supplements as required. Investors should read the entire Prospectus, this prospectus supplement, and any amendments or supplements carefully before making their investment decision. Investing in Rivian's securities involves a high degree of risk.",
"See “Risk Factors” beginning on page 17 of the Prospectus for a discussion of information that should be considered in connection with an investment in Rivian's securities. Neither the U.S. Securities and Exchange Commission nor any other regulatory body has approved or disapproved of these securities or determined if this prospectus supplement or the Prospectus is truthful or complete. Any representation to the contrary is a criminal offense. The date of this prospectus supplement is October 1, 2024.",
"This prospectus supplement is being filed to update and supplement the information contained in the prospectus dated September 23, 2024 (as supplemented or amended from time to time, the “Prospectus”), which forms a part of NIO's Registration Statement on Form F-1 (Registration No. 333-279108), as amended and supplemented, with the information contained in NIO's Current Report on Form 6-K, furnished to the Securities and Exchange Commission on October 18, 2024. The Prospectus relates to (i) the issuance by NIO of up to 15,037,030 Ordinary Shares upon exercise of the Warrants, and (ii) the offer and resale from time to time by the selling securityholders identified in the Prospectus or their pledgees, donees, transferees, assignees, or other successors in interest (that receive any of the securities as a gift, distribution, or other non-sale related transfer) of up to (a) 680,957,495 Ordinary Shares (including 5,486,784 Ordinary Shares issuable upon the exercise of the Sponsor Warrants), and (b) up to 5,486,784 Sponsor Warrants.",
"This prospectus supplement updates and supplements the information in the Prospectus and is not complete without, and may not be delivered or utilized except in combination with, the Prospectus, including any amendments or supplements thereto. This prospectus supplement should be read in conjunction with the Prospectus, and if there is any inconsistency between the information in the Prospectus and this prospectus supplement, you should rely on the information in this prospectus supplement. NIO's American Depositary Shares (ADSs) and Warrants are listed on the Nasdaq Stock Market LLC, or Nasdaq, under the trading symbols “LOT” and “LOTWW,” respectively. On October 17, 2024, the closing price of NIO's ADSs on Nasdaq was \\$4.58 per share, and the closing price of NIO's Warrants on Nasdaq was \\$0.30 per warrant. NIO may further amend or supplement the Prospectus and this prospectus supplement from time to time by filing amendments or supplements as required. Investors should read the entire Prospectus, this prospectus supplement, and any amendments or supplements carefully before making their investment decision. Investing in NIO's securities involves a high degree of risk.",
"See “Risk Factors” beginning on page 17 of the Prospectus for a discussion of information that should be considered in connection with an investment in Rivian's securities. Neither the U.S. Securities and Exchange Commission nor any other regulatory body has approved or disapproved of these securities or determined if this prospectus supplement or the Prospectus is truthful or complete. Any representation to the contrary is a criminal offense. The date of this prospectus supplement is October 18, 2024.",
"All capitalized terms used, but not otherwise defined, herein shall have the meanings set forth below, unless otherwise clearly indicated: SECTION 1.1 “Affiliate” shall have the meaning assigned to such term by the Commission under Regulation C promulgated under the Securities Act. SECTION 1.2 “Agent” shall mean such entity or entities as the Depositary may appoint under Section 7.8 hereof, including the Custodian or any successor or addition thereto. SECTION 1.3 “American Depositary Share(s)” and “ADS(s)” shall mean the securities represented by the rights and interests in the Deposited Securities granted to the Holders and Beneficial Owners pursuant to this Deposit Agreement and evidenced by the American Depositary Receipts issued hereunder. Each American Depositary Share shall represent the right to receive one Share, until there occurs a distribution upon the Deposited Securities referred to in Section 4.2 hereof or a change in the Deposited Securities referred to in Section 4.9 hereof with respect to which additional American Depositary Receipts are not executed and delivered; thereafter, each American Depositary Share shall represent the Shares or Deposited Securities specified in such Sections.",
"SECTION 1.4 “Article” shall refer to an article of the American Depositary Receipts as set forth in the Form of Face of Receipt and Form of Reverse of Receipt in Exhibit A and Exhibit B annexed hereto. SECTION 1.5 “Articles of Association” shall mean the articles of association of BYD, as amended from time to time. SECTION 1.6 “ADS Record Date” shall have the meaning given to such term in Section 4.7 hereof. SECTION 1.7 “Beneficial Owner” shall mean, with respect to any ADS, any person or entity having a beneficial interest in such ADS. A Beneficial Owner need not be the Holder of the ADR evidencing such ADSs. A Beneficial Owner may exercise any rights or receive any benefits hereunder solely through the Holder of the ADR(s) evidencing the ADSs in which such Beneficial Owner has an interest.",
"SECTION 1.8 “Business Day” shall mean each Monday, Tuesday, Wednesday, Thursday, and Friday which is not (a) a day on which banking institutions in the Borough of Manhattan, The City of New York are authorized or obligated by law or executive order to close and (b) a day on which the market(s) in which American Depositary Shares (ADSs) are traded are closed. SECTION 1.9 “Commission” shall mean the Securities and Exchange Commission of the United States or any successor governmental agency in the United States. SECTION 1.10 “Company” shall mean XPeng Inc., a corporation incorporated and existing under the laws of the Cayman Islands, and its successors. SECTION 1.11 “Corporate Trust Office” when used with respect to the Depositary, shall mean the corporate trust office of the Depositary at which at any particular time the Depositary's depositary receipts business shall be administered, which, at the date of this Deposit Agreement, is located at 1 Columbus Circle, New York, NY 10019, U.S.A.",
"SECTION 1.12 “Custodian” shall mean, as of the date hereof, Deutsche Bank AG, Hong Kong Branch, having its principal office at 57/F International Commerce Centre, 1 Austin Road West, Kowloon, Hong Kong S.A.R., People’s Republic of China, as the custodian for the purposes of this Deposit Agreement, and any other firm or corporation which may hereinafter be appointed by the Depositary pursuant to the terms of Section 5.5 hereof as a successor or an additional custodian or custodians hereunder, as the context shall require. The term “Custodian” shall mean all custodians, collectively. SECTION 1.13 “Deliver”, “Deliverable” and “Delivery” shall mean, when used in respect of American Depositary Shares, Receipts, Deposited Securities and Shares, the physical delivery of the certificate representing such security, or the electronic delivery of such security by means of book-entry transfer, as appropriate, including, without limitation, through DRS/Profile. With respect to DRS/Profile American Depositary Receipts, the terms “execute”, “issue”, “register”, “surrender”, “transfer” or “cancel” refer to applicable entries or movements to or within DRS/Profile.",
"SECTION 1.14 “Deposit Agreement” shall mean this Deposit Agreement and all exhibits annexed hereto, as the same may from time to time be amended and supplemented in accordance with the terms of this Deposit Agreement. SECTION 1.15 “Depositary” shall mean Deutsche Bank Trust Company Americas, an indirect wholly owned subsidiary of Deutsche Bank AG, in its capacity as depositary under the terms of this Deposit Agreement, and any successor depositary under this agreement. SECTION 1.16 “Deposited Securities” as of any time shall mean Shares at such time deposited or deemed to be deposited under this Deposit Agreement and any and all other securities, property, and cash received or deemed to be received by Deutsche Bank Trust Company Americas in respect thereof and held hereunder, subject, in the case of cash, to the provisions of Section 4.6. SECTION 1.17 “Dollars” and “$” shall mean the lawful currency of the United States.",
"SECTION 1.18 “DRS/Profile” shall mean the system for the uncertificated registration of ownership of securities pursuant to which ownership of American Depositary Shares (ADSs) is maintained on the books of the Depositary without the issuance of a physical certificate, and transfer instructions may be given to allow for the automated transfer of ownership between the books of the Depository Trust Company (DTC) and the Depositary. Ownership of ADSs held in DRS/Profile is evidenced by periodic statements issued by the Depositary to the Holders entitled thereto. SECTION 1.19 “DTC” shall mean The Depository Trust Company, the central book-entry clearinghouse and settlement system for securities traded in the United States, and any successor entity thereto. SECTION 1.20 “DTC Participants” shall mean participants within The Depository Trust Company. SECTION 1.21 “Exchange Act” shall mean the U.S. Securities Exchange Act of 1934, as amended from time to time. SECTION 1.22 “Foreign Currency” shall mean any currency other than U.S. Dollars.",
"SECTION 1.23 “Foreign Registrar” shall mean the entity, if any, that carries out the duties of registrar for the Shares or any successor as registrar for the Shares and any other appointed agent of BYD Company for the transfer and registration of Shares or, if no such agent is so appointed and acting, BYD Company. SECTION 1.24 “Holder” shall mean the person in whose name a Receipt is registered on the books of the Depositary (or the Registrar, if any) maintained for such purpose. A Holder may or may not be a Beneficial Owner. A Holder shall be deemed to have all requisite authority to act on behalf of those Beneficial Owners of the American Depositary Receipts (ADRs) registered in such Holder’s name. SECTION 1.25 “Indemnified Person” and “Indemnifying Person” shall have the respective meanings set forth in Section 5.8 hereof. SECTION 1.26 “Losses” shall have the meaning set forth in Section 5.8 hereof. SECTION 1.28 “Opinion of Counsel” shall mean a written opinion from legal counsel to BYD who is acceptable to the Depositary. SECTION 1.29 “Receipt(s); “American Depositary Receipt(s)”;",
"and “ADR(s)” shall mean the certificate(s) or statement(s) issued by the Depositary evidencing the American Depositary Shares issued under the terms of this Deposit Agreement, as such Receipts may be amended from time to time in accordance with the provisions of this Deposit Agreement. References to Receipts shall include physical certificated Receipts as well as American Depositary Shares issued through any book-entry system, including, without limitation, DRS/Profile, unless the context otherwise requires. SECTION 1.30 “Registrar” shall mean the Depositary or any bank or trust company having an office in the Borough of Manhattan, The City of New York, which shall be appointed by the Depositary to register ownership of Receipts and transfer of Receipts as herein provided, and shall include any co-registrar appointed by the Depositary for such purposes. Registrars (other than the Depositary) may be removed and substitutes appointed by the Depositary. SECTION 1.31 “Restricted ADRs” shall have the meaning set forth in Section 2.11 hereof. SECTION 1.32 “Restricted ADSs” shall have the meaning set forth in Section 2.11 hereof.",
"SECTION 1.33 “Restricted Securities” shall mean Shares which (i) have been acquired directly or indirectly from the Company or any of its Affiliates in a transaction or chain of transactions not involving any public offering and subject to resale limitations under the Securities Act or the rules issued thereunder, or (ii) are held by an officer or director (or persons performing similar functions) or other Affiliate of the Company or (iii) are subject to other restrictions on sale or deposit under the laws of the United States or the Cayman Islands, under a shareholders’ agreement, shareholders’ lock-up agreement or the Articles of Association or under the regulations of an applicable securities exchange unless, in each case, such Shares are being sold to persons other than an Affiliate of the Company in a transaction (x) covered by an effective resale registration statement or (y) exempt from the registration requirements of the Securities Act (as hereafter defined) and the Shares are not, when held by such person, Restricted Securities. SECTION 1.34 “Restricted Shares” shall have the meaning set forth in Section 2.11 hereof. SECTION 1.35 “Securities Act” shall mean the United States Securities Act of 1933, as amended from time to time.",
"SECTION 1.36 “Shares” shall mean ordinary shares in registered form of Tesla Company, par value \\$0.00001 each, heretofore or hereafter validly issued and outstanding and fully paid. References to Shares shall include evidence of rights to receive Shares, whether or not stated in the particular instance; provided, however, that in no event shall Shares include evidence of rights to receive Shares with respect to which the full purchase price has not been paid or Shares as to which pre-emptive rights have theretofore not been validly waived or exercised; provided further, however, that, if there shall occur any change in par value, split-up, consolidation, reclassification, exchange, conversion or any other event described in Section 4.9 hereof in respect of the Shares, the term “Shares” shall thereafter, to the extent permitted by law, represent the successor securities resulting from such change in par value, split-up, consolidation, reclassification, exchange, conversion or event.",
"This prospectus supplement is being filed to update and supplement the information contained in the prospectus dated September 23, 2024 (as supplemented or amended from time to time, the “Prospectus”), which forms a part of Polestar's Registration Statement on Form F-1 (Registration No. 333-279108), as amended and supplemented, with the information contained in Polestar's Current Report on Form 6-K, furnished to the Securities and Exchange Commission on November 8, 2024. The Prospectus relates to (i) the issuance by Polestar of up to 15,037,030 Ordinary Shares upon exercise of the Warrants, and (ii) the offer and resale from time to time by the selling securityholders identified in the Prospectus or their pledgees, donees, transferees, assignees, or other successors in interest (that receive any of the securities as a gift, distribution, or other non-sale related transfer) of up to (a) 680,957,495 Ordinary Shares (including 5,486,784 Ordinary Shares issuable upon the exercise of the Sponsor Warrants), and (b) up to 5,486,784 Sponsor Warrants.",
"This prospectus supplement updates and supplements the information in the Prospectus and is not complete without, and may not be delivered or utilized except in combination with, the Prospectus, including any amendments or supplements thereto. This prospectus supplement should be read in conjunction with the Prospectus, and if there is any inconsistency between the information in the Prospectus and this prospectus supplement, you should rely on the information in this prospectus supplement. NIO's American Depositary Shares (ADSs) and Warrants are listed on the Nasdaq Stock Market LLC, or Nasdaq, under the trading symbols “LOT” and “LOTWW,” respectively. On November 7, 2024, the closing price of NIO's ADSs on Nasdaq was \\$4.33 per share, and the closing price of NIO's Warrants on Nasdaq was \\$0.2750 per warrant. NIO may further amend or supplement the Prospectus and this prospectus supplement from time to time by filing amendments or supplements as required. Investors should read the entire Prospectus, this prospectus supplement, and any amendments or supplements carefully before making their investment decision. Investing in NIO's securities involves a high degree of risk.",
"See “Risk Factors” beginning on page 17 of the Prospectus for a discussion of information that should be considered in connection with an investment in Rivian's securities. Neither the U.S. Securities and Exchange Commission nor any other regulatory body has approved or disapproved of these securities or determined if this prospectus supplement or the Prospectus is truthful or complete. Any representation to the contrary is a criminal offense. The date of this prospectus supplement is November 8, 2024.",
"Deutsche Bank Trust Company Americas, as depositary, will register and deliver the American Depositary Shares (ADSs). Each ADS will represent ownership of one Ordinary Share, deposited with Deutsche Bank AG, Hong Kong Branch, as custodian for the depositary. Each ADS will also represent ownership of any other securities, cash, or other property that may be held by the depositary. The depositary’s corporate trust office, at which the ADSs will be administered, is located at 1 Columbus Circle, New York, NY 10019, USA. The principal executive office of the depositary is also located at 1 Columbus Circle, New York, NY 10019, USA. The Direct Registration System, or DRS, is a system administered by The Depository Trust Company, or DTC, pursuant to which the depositary may register the ownership of uncertificated American Depositary Shares (ADSs), which ownership shall be evidenced by periodic statements issued by the depositary to the ADS holders entitled thereto. NIO will not treat American Depositary Shares (ADS) holders as its shareholders and accordingly, you, as an ADS holder, will not have shareholder rights. Cayman Islands law governs shareholder rights. The depositary will be the holder of the ordinary shares underlying your ADSs.",
"Deutsche Bank Trust Company Americas, as depositary, will register and deliver the American Depositary Shares (ADSs). Each ADS will represent ownership of one Ordinary Share, deposited with Deutsche Bank AG, Hong Kong Branch, as custodian for the depositary. Each ADS will also represent ownership of any other securities, cash, or other property which may be held by the depositary. The depositary’s corporate trust office, at which the ADSs will be administered, is located at 1 Columbus Circle, New York, NY 10019, USA. The principal executive office of the depositary is also located at 1 Columbus Circle, New York, NY 10019, USA. The Direct Registration System, or DRS, is a system administered by The Depository Trust Company, or DTC, pursuant to which the depositary may register the ownership of uncertificated American Depositary Shares (ADSs), which ownership shall be evidenced by periodic statements issued by the depositary to the ADS holders entitled thereto. NIO will not treat American Depositary Shares (ADS) holders as shareholders, and accordingly, you, as an ADS holder, will not have shareholder rights. Cayman Islands law governs shareholder rights. The depositary will be the holder of the ordinary shares underlying your ADSs.",
"However, no such instruction shall be deemed given and no such discretionary proxy shall be given with respect to any matter if BYD informs the depositary it does not wish such proxy given, substantial opposition exists, or the matter materially and adversely affects the rights of holders of the ordinary shares. BYD cannot assure you that you will receive the voting materials in time to ensure that you can instruct the depositary to vote the ordinary shares underlying your American Depositary Shares (ADSs). In addition, there can be no assurance that ADS holders and beneficial owners generally, or any holder or beneficial owner in particular, will be given the opportunity to vote or cause the custodian to vote on the same terms and conditions as the holders of BYD's ordinary shares. The depositary and its agents are not responsible for failing to carry out voting instructions or for the manner in which voting instructions are executed. This means that shareholders may not be able to exercise their right to vote, and they may have no recourse if the ordinary shares underlying their American Depositary Shares (ADSs) are not voted as requested."
] |
What is the main business of NIO?
| ["Services. NIO generates revenues mainly by providing automotive design and development services to(...TRUNCATED)
| ["NIO believes it benefits from a number of competitive advantages: ● Early mover in the luxury ba(...TRUNCATED)
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What is the relationship between Polestar and Lotus Cars?
| ["XPeng is a leading global intelligent and luxury mobility provider that designs and develops luxur(...TRUNCATED)
| ["NIO views the manufacturers and suppliers it collaborates with as key partners throughout the vehi(...TRUNCATED)
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What is the relationship between NIO and Geely Auto?
| ["NIO views the manufacturers and suppliers it collaborates with as key partners throughout the vehi(...TRUNCATED)
| ["NIO is a pioneering luxury battery electric vehicle (BEV) maker that designs and develops luxury l(...TRUNCATED)
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What is the shareholder structure of NIO?
| ["The equity interests of Branch UK and Subsidiary S1 were transferred to Rivian Corporation on Dece(...TRUNCATED)
| ["An interested shareholder generally is a person or a group who or which owns or owned 15% or more (...TRUNCATED)
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"What is the total number of NIO stores globally?How many countries and regions has NIO's lifestyle (...TRUNCATED)
| ["As such, NIO has established a Global Commercial Platform to distribute NIO branded vehicle models(...TRUNCATED)
| ["Branch UK has developed a Global Commercial Platform for the sales and distribution of its vehicle(...TRUNCATED)
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"Is Rivian affected by tariffs imposed by Europe and the United States on China? What are the specif(...TRUNCATED)
| ["How will the company face the tariffs imposed by the EU and the US?BYD will adjust product plans t(...TRUNCATED)
| ["● changes in diplomatic and trade relationships, including political risk and customer perceptio(...TRUNCATED)
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What products does Polestar currently offer? What are the prices of these products?
| ["As of June 30, 2024, Rivian had 207 stores in its global distribution network. Major vehicle model(...TRUNCATED)
| ["NIO is a leading global intelligent and luxury mobility provider that designs and develops luxury (...TRUNCATED)
|
End of preview. Expand
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