优点互动美股招股说明书(2020-09-11版)

424B2 1 tm2030677d1_424b2.htm 424B2 Prospectus SupplementFiled Pursuant to Rule 424(b)(2)(To Prospectus Dated March 18, 2020)Registration No. 333-237251 PROSPECTUS SUPPLEMENT $1,901,660Ideanomics, Inc.Common Stock As previously disclosed, in April 2019 we entered into a securities purchase agreement to acquire 6.9 million shares in Delaware Board of Trade Holdings, Inc. (“DBOT”). in exchange for 4.4 million shares of the Company’s common stock at $2.11 per share. In July 2019, the Company entered into another securities purchase agreement to acquire an additional 2.2 million shares in DBOT in exchange for 1.4 million shares of the Company’s common stock at $2.11 per share. The two transactions, which increased the Company’s ownership in DBOT to 99.0%, were completed in July 2019. The securities purchase agreements required the Company to issue additional shares of the Company’s common stock (“True-Up Common Stock”) in the event the stock price of the common stock falls below $2.11 at the close of trading on the date immediately preceding the lock-up date, which was 9 months from the closing date. As settlement for all remaining obligations related to the issuance of the True-Up Common Stock we are issuing 1,613,207 shares of common stock to DBOT-1, LLC (“DBOT LLC”) and 100,000 shares to Mr. Dennis Toner (“Toner”, together with DBOT-1 LLC the “DBOT Parties”), each a party to the DBOT securities purchase agreements, offered by this prospectus supplement and the accompanying prospectus. We expect to issue the 1,613,207 shares of common stock to DBOT-1, LLC and the 100,000 shares of common stock to Toner, respectively, on or about September 10, 2020. On September 10, 2020, the “Company”) entered into a letter agreement (“Letter Agreement”) with YA II pursuant to which YA II and the Company agreed to terminate the Standby Equity Distribution Agreement, dated April 3, 2020, by and between the Company and YA II. This prospectus supplement and the accompanying prospectus also cover the sale of these shares by the DBOT Parties to the public. Though we have been advised by the DBOT Parties that each is purchasing the shares for its own account, for investment purposes, and without any view or intention to distribute such shares in violation of the Securities Act or any other applicable securities laws, the DBOT Parties may be deemed an “underwriter” within the meaning of Section 2(a)(11) of the Securities Act of 1933, as amended (the “Securities Act”) and any profits on the sales of shares of our common stock by the DBOT Parties and any discounts, commissions or concessions received by the DBOT Parties is deemed to be underwriting discounts and commissions under the Securities Act. For additional information on the methods of sale that may be used by the Investor, see the section entitled “Plan of Distribution” on page S-11. Our Common Stock is listed on the Nasdaq Capital Market under the symbol “IDEX”. On September 10, 2020, the closing price of our Common Stock was $1.11 per share. As of the date of this prospectus, none of the other securities that we may offer by this prospectus is listed on any national securities exchange or automated quotation system. The securities offered by this prospectus involve a high degree of risk. See “Risk Factors” beginning on page S-9, in addition to Risk Factors contained in the applicable prospectus supplement. Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities or determined if this prospectus is truthful or complete. Any representation to the contrary is a criminal offense. This prospectus supplement is dated September 10, 2020 Table of Contents PageABOUT THIS PROSPECTUSS-2 CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTSS-3 ABOUT IDEANOMICSS-4 CORPORATE INFORMATIONS-9 RECENT DEVELOPMENTSS-9 RISK FACTORSS-9 USE OF PROCEEDSS-10 DESCRIPTION OF THE SECURITIES WE ARE OFFERINGS-10 PLAN OF DISTRIBUTIONS-11 LEGAL MATTERSS-11 EXPERTSS-12 WHERE YOU CAN FIND MORE INFORMATIONS-12 INCORPORATION OF CERTAIN DOCUMENTS BY REFERENCES-12 You should rely only on the information contained or incorporated by reference in this prospectus supplement and the accompanying prospectus. We have not authorized anyone to provide you with information different from that contained or incorporated by reference into this prospectus. If any person does provide you with information that differs from what is contained or incorporated by reference in this prospectus, you should not rely on it. No dealer, salesperson or other person is authorized to give any information or to rep