微宏控股美股招股说明书(2022-06-27版)

424B3 1 prosupp424b4-20220627.htm 424B3 Filed pursuant to Rule 424(b)(3)Registration No. 333-258978PROSPECTUS SUPPLEMENT NO. 1(to Prospectus dated June 9, 2022)Microvast Holdings, Inc.321,460,085 Shares of Common Stock37,000 Warrants to Purchase Common StockThis prospectus supplement updates, amends and supplements the prospectus dated June 9, 2022 (the “Prospectus”), which forms a part of our registration statement on Form S-1 (No. 333-258978). Capitalized terms used in this prospectus supplement and not otherwise defined herein have the meanings specified in the Prospectus. This prospectus supplement is incorporated by reference into the Prospectus.This prospectus supplement is being filed to:(i) update and supplement the information in the Prospectus with the information contained in a Current Report on Form 8-K filed with the Securities and Exchange Commission on June 27, 2022 (the “Current Report”). Accordingly, we have incorporated the Current Report to this prospectus supplement; and(ii) to update the selling stockholders table in the Prospectus.This prospectus supplement is not complete without the Prospectus and may not be delivered or utilized except in connection with the Prospectus with respect to the securities described above, including any amendments or supplements thereto. This prospectus supplement should be read in conjunction with the Prospectus, as supplemented to date, and this prospectus supplement is qualified by reference thereto, except to the extent that the information in this prospectus supplement updates or supersedes the information contained in the Prospectus. Please keep this prospectus supplement with your Prospectus for future reference. You should read this prospectus and any prospectus supplement or amendment carefully before you invest in our securities.Our common stock and warrants are traded on the Nasdaq Global Select Market (“Nasdaq”) under the symbols “MVST,” and “MVSTW”, respectively. On June 24, 2022, the closing price of our common stock was $2.74 per share, and the closing price of our warrants was $0.3848 per warrant.We are an “emerging growth company,” as that term is defined under the federal securities laws and, as such, are subject to certain reduced public company reporting requirements.Investing in our securities involves risks. See “Risk Factors” beginning on page 21 of the Prospectus to read about factors you should consider before buying our common stock or warrants. Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of the securities or determined if this prospectus is truthful or complete. Any representation to the contrary is a criminal offense.The date of this prospectus supplement is June 27, 2022.Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.On June 21, 2022, Microvast Holdings, Inc. (the “Company”) received a notice (the “Notice”) from the Nasdaq Listing Qualifications department (“Nasdaq”). The Notice indicated that, due to the resignation of Mr. Craig Webster from the audit committee (the “Audit Committee”) of the board of directors (the “Board”) of the Company effective April 14, 2022 (in connection with his appointment as the Chief Financial Officer of the Company), the Company no longer complies with Nasdaq’s audit committee requirements as set forth in Listing Rule 5605. Listing Rule 5605 requires, among other things, that the Audit Committee be comprised of a minimum of three independent directors.The Notice also indicates that, consistent with Listing Rule 5605(c)(4), Nasdaq is providing the Company with a cure period in order to regain compliance no later than October 11, 2022.The Notice has no immediate effect on the listing of the Company’s common stock or warrants on The Nasdaq Global Select Market.As disclosed under Item 5.02 below, the Company announced that Ms. Yeelong Balladon has been appointed to the Board and will fill Mr. Webster’s vacancy on the Audit Committee, effective July 1, 2022. The Board has determined that Ms. Balladon is independent under Listing Rule 5605(a)(2) and that she is eligible and qualified to serve on the Audit Committee. Therefore, the Company believes it will regain compliance with Listing Rule 5605 on July 1, 2022, in connection with Ms. Balladon’s appointment.This Item 3.01 is filed to satisfy the obligation under Nasdaq Listing Rule 5810(b) and Item 3.01(a) of Form 8-K that the Company make a public announcement disclosing the deficiency no later than four business days from the date of the Notice.Item 5.02 Departure of Directors or Certain Officers; Election of Directors;