U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 UNDER
THE SECURITIES EXCHANGE ACT OF 1934
For the month of June 2023
Commission File Number: 001-39137
Fresh2 Group Limited
650 5TH AVE STE 2416
NEW YORK, NY 10019-6108
United States
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F ☒ Form 40-F ☐
EXPLANATORY NOTE
On June 2, 2023, Fresh2 Group Limited (the “Company”) entered into an agreement with Applegreen LLC (the “Investor”), under which the Investor agreed to purchase 22,000,000 Class A ordinary shares and warrants to purchase 22,000,000 Class A ordinary shares at an aggregate purchase price of US$4.4 million. The warrants are exercisable within 2 years from the date of issuance and have an exercise price of US$4.20. The Company intends to use the proceeds for general corporate purposes, including working capital. The transaction closed on June 2, 2023.
On June 5, 2023, the Company issued a press release announcing the closing of the transaction.
EXHIBIT INDEX
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
| | Fresh2 Group Limited |
| | |
| | By: | /s/ Haohan Xu |
| | Name: | Haohan Xu |
| | Title: | Chief Executive Officer |
| | | |
| Dated: June 15, 2023 | | |
