3E Network prices $1M private placement with CEO-linked entity

3 E Network Technology Group Limited (NASDAQ: MASK) has entered into a subscription agreement for a $1 million private placement with 3E NETWORK TECHNOLOGY PTE. LTD., a Singapore-incorporated company controlled by the firm's Chief Executive Officer, Dr. Tingjun Yang.

Under the agreement, the company will issue 701,272 Class A ordinary shares at $1.42598 per share. The closing date is subject to mutual written agreement and customary closing conditions. No placement agent, underwriter, or related fees are involved in the transaction.

Because the investor entity is controlled by Dr. Yang, the transaction constitutes a related-party transaction under Nasdaq Listing Rule 5630. The company's Audit Committee, composed entirely of independent directors, reviewed and approved the placement before recommending it to the full Board of Directors, which subsequently granted its approval.

The shares will not be registered under the Securities Act of 1933, with the company relying on the exemption provided by Section 4(a)(2) and/or Rule 506(b) of Regulation D. The shares may not be offered or sold in the United States without registration or an applicable exemption.

According to a statement from the press release, Dr. Yang said the net proceeds, after offering expenses, will be directed toward general corporate purposes and working capital.

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