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6-K 1 ea193748-6k_gorillatech.htm REPORT OF FOREIGN PRIVATE ISSUER

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION 

Washington, D.C. 20549 

 

FORM 6-K

  

REPORT OF FOREIGN PRIVATE ISSUER 

PURSUANT TO RULE 13a-16 OR 15d-16 

UNDER THE SECURITIES EXCHANGE ACT OF 1934 

 

For the month of February 2024 

Commission File Number: 001-41448 

 

Gorilla Technology Group Inc.

(Translation of registrant’s name into English)

 

Meridien House

42 Upper Berkeley Street

Marble Arch

London, United Kingdom W1H 5QJ

(Address of principal executive offices)

 

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 February 15, 2024, Gorilla Technology Group Inc., a Cayman Islands exempted company (the “Company”), issued a press release announcing a registered direct offering by the Company. The press release is furnished as Exhibit 99.1 to this report on Form 6-K.

 

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SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

  Gorilla Technology Group Inc.
     
Date: February 15, 2024 By: /s/ Jayesh Chandan
  Name:  Jayesh Chandan
  Title:

Chief Executive Officer

(Principal Executive Officer)

 

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EXHIBIT INDEX

 

Exhibit   Description
99.1   Press release dated February 15, 2024

 

 

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EX-99.1 2 ea193748ex99-1_gorillatech.htm PRESS RELEASE DATED FEBRUARY 15, 2024

Exhibit 99.1

 

 

Gorilla Announces $10 Million Registered Direct Offering of Convertible Preferred Stock

 

LONDON, Feb. 15, 2024 (GLOBE NEWSWIRE) -- Gorilla Technology Group Inc. (“Gorilla”) (NASDAQ: GRRR), a global solution provider in Security Intelligence, Network Intelligence, Business Intelligence, and IoT technology, today announced that it has entered into securities purchase agreements with existing institutional investors for the purchase and sale of 10,000 Series B convertible preference shares (the “Series B preference shares”) at a purchase price of $1,000 per share pursuant to a registered direct offering. Each Series B preference share is convertible into ordinary shares of Gorilla at a conversion price of $1.10 per share. Along with the Series B preference shares, Gorilla further agreed to issue to the investors Series B ordinary share purchase warrants (the “Series B warrants”) to purchase up to an aggregate of 8,250,000 ordinary shares of Gorilla. The Series B warrants will have an exercise price of $1.50, will be exercisable immediately and will expire five years from the date of issuance. The closing of the offering is expected to occur on or about February 20, 2024, subject to the satisfaction of customary closing conditions.

 

A.G.P./Alliance Global Partners is acting as sole placement agent for the offering.

 

The gross proceeds to Gorilla from this offering are expected to be approximately $10 million, before deducting the placement agents’ fees and other offering expenses. Gorilla intends to use the net proceeds from the offering for working capital needs.

 

The securities described above are being offered pursuant to a shelf registration statement on Form F-3 (File No. 333-274053) that was filed with the Securities and Exchange Commission (the “SEC”) on August 17, 2023 and declared effective by the SEC on August 29, 2023. The offering is being made by means of a prospectus, including a prospectus supplement, that form part of the registration statement. A final prospectus supplement and accompanying prospectus relating to the offering will be filed with the SEC. Electronic copies of the final prospectus supplement and accompanying prospectus may be obtained, when available, from A.G.P./Alliance Global Partners, 590 Madison Avenue, 28th Floor, New York, NY 10022, or by telephone at (212) 624-2060, or by email at prospectus@allianceg.com.

 

This press release shall not constitute an offer to sell or a solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

 

Investor Relations Contact:

 

Cody Fletcher

The Blueshirt Group for Gorilla

+1 (434) 251-7165

gorillair@blueshirtgroup.com

 

Media Contact:

 

James McCusker

Canaan Parish Group Inc.

+1 (203) 585-4750

canaanparishgroup@gmail.com