Mga Batayang Estadistika
| LEI | 30030036MTFSBIDCHI84 |
| CIK | 1346610 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to SOS Limited - Depositary Receipt (Common Stock)
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
| August 28, 2025 |
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 August 2025 Commission File Number: 001-38051 SOS Limited (Translation of registrant’s name into English) Building 6, East Seaview Park, 298 Haijing Road, Yinzhu Street West Coast New District, |
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| August 28, 2025 |
Exhibit 99.1 SOS Limited Announces Termination of Deposit Agreement, Concurrent Changes to Share Capital and Direct Listing of Ordinary Shares QINGDAO, China, Aug. 28, 2025 /PRNewswire/ - SOS Limited (NYSE: SOS) (“the Company” or “SOS”) today announced its plan to terminate the amended and restated Deposit Agreement dated May 4, 2017, as amended, by and among the Company, Citibank, N.A. (the “Depo |
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| August 18, 2025 |
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 August 2025 Commission File Number: 001-38051 SOS Limited (Translation of registrant’s name into English) Building 6, East Seaview Park, 298 Haijing Road, Yinzhu Street West Coast New District, |
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| August 4, 2025 |
Exhibit 99.2 LOCK-UP AGREEMENT July , 2025 Maxim Group LLC 300 Park Avenue, 16th Floor New York, NY 10022 Re: Placement of SOS Limited. Ladies and Gentlemen: The undersigned, a holder of securities of SOS Limited, a Cayman Islands company. (the “Company”), understands that you are the placement agent (the “Placement Agent”) named in the placement agency agreement (the “Placement Agency Agreement”) |
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| August 4, 2025 |
[The remainder of this page has been intentionally left blank.] Exhibit 99.4 July 30, 2025 Mr. Yandai Wang SOS Limited Building 6, East Seaview Park, 298 Haijing Road, Yinzhu Street West Coast New District, Qingdao City, Shandong Province 266400 People’s Republic of China Dear Mr. Wang: This letter (the “Agreement”) constitutes the agreement between Maxim Group LLC (“Maxim” or the “Placement Agent”) and SOS Limited, a Cayman Islands company (the “Company”), pu |
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| August 4, 2025 |
Exhibit 99.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of July 30, 2025, between SOS Limited., a Cayman Islands company (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”). WHEREAS, subject to the terms and conditions set forth |
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| August 4, 2025 |
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 August 2025 Commission File Number: 001-38051 SOS Limited (Translation of registrant’s name into English) Building 6, East Seaview Park, 298 Haijing Road, Yinzhu Street West Coast New District, |
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| August 4, 2025 |
SOS Limited Announces Pricing of $7.5 Million Registered Direct Offering Exhibit 99.5 SOS Limited Announces Pricing of $7.5 Million Registered Direct Offering QINGDAO, China, July 30, 2025 /PRNewswire/ - SOS Limited (NYSE: SOS) (the “Company” or “SOS”), a multifaceted company that engages in blockchain and cryptocurrency operations and commodity trading, today announced that it has entered into a securities purchase agreement with certain institutional investors for th |
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| August 4, 2025 |
AMERICAN DEPOSITARY SHARE PURCHASE WARRANT SOS LIMITED. Exhibit 99.3 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIST |
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| July 31, 2025 |
SOS LIMITED 2,142,855 American Depositary Shares Representing 321,428,250 Class A Ordinary Shares Filed pursuant to Rule 424(b)(5) Registration No. 333-285820 Prospectus Supplement (To Prospectus dated June 25, 2025) SOS LIMITED 2,142,855 American Depositary Shares Representing 321,428,250 Class A Ordinary Shares We are offering 2,142,855 of our American depositary shares, or ADSs, each representing one hundred and fifty (150) Class A ordinary shares, par value $0.005 per share, directly to ce |
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| July 15, 2025 |
Exhibit 99.2 SOS LIMITED (incorporated in the Cayman Islands with limited liability) FORM OF PROXY FOR THE EXTRAORDINARY GENERAL MEETING to be held on August 11, 2025 (or any adjourned or postponed meeting thereof) I/we, the undersigned acknowledges receipt of the Notice of Extraordinary General Meeting of Shareholders and Proxy Statement and, being the registered holder of Class A Ordinary Shares |
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| July 15, 2025 |
Exhibit 99.4 Extraordinary General Meeting of Shareholders The Voting Instructions must be signed, completed and received at the indicated address prior to 10:00 a.m. (New York City time) on August 4, 2025 for action to be taken. 2025 VOTING INSTRUCTIONS SOS Limited (the “Company”) AMERICAN DEPOSITARY SHARES ADS CUSIP No.: 83587W205.* ADS Record Date: June 30, 2025 (New York City time). Meeting Sp |
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| July 15, 2025 |
SOS LIMITED NOTICE OF EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS TO BE HELD ON AUGUST 11, 2025 Exhibit 99.1 SOS LIMITED NOTICE OF EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS TO BE HELD ON AUGUST 11, 2025 Notice is hereby given that SOS Limited, a Cayman Islands company (the “Company”), will hold its extraordinary general meeting of shareholders at 10:00 a.m., Eastern Time, on August 11, 2025 (the “Extraordinary General Meeting”) at Building 6, East Seaview Park, 298 Haijing Road, Yinzhu S |
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| July 15, 2025 |
Depositary's Notice of Extraordinary General Meeting of Shareholders of SOS Limited Exhibit 99.3 Time Sensitive Materials Depositary's Notice of Extraordinary General Meeting of Shareholders of SOS Limited ADSs: American Depositary Shares evidenced by American Depositary Receipts (“ADRs”). ADS CUSIP No.: 83587W205.* ADS Record Date: June 30, 2025 (New York City time). Meeting Specifics: Extraordinary General Meeting to be held on August 11, 2025 at 10:00 a.m. (Eastern Time), at t |
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| July 15, 2025 |
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 July 2025 Commission File Number: 001-38051 SOS Limited (Translation of registrant’s name into English) Building 6, East Seaview Park, 298 Haijing Road, Yinzhu Street West Coast New District, Q |
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| July 2, 2025 |
SOS LIMITED 2025 EQUITY INCENTIVE PLAN Exhibit 10.1 SOS LIMITED 2025 EQUITY INCENTIVE PLAN 1. Purposes of the Plan. The purposes of this Plan are: ● to attract and retain the best available personnel for positions of substantial responsibility, ● to provide additional incentive to Employees, Directors and Consultants, and ● to promote the success of the Company’s business. The Plan permits the grant of Incentive Share Options, Nonstatu |
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| July 2, 2025 |
Exhibit 107 Calculation of Filing Fee Table Form S-8 (Form Type) SOS LIMITED (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title(1) Fee Calculation Rule Amount Registered(2) Proposed Maximum Offering Price Per Unit(3) Maximum Aggregate Offering Price(3) Fee Rate Amount of Registration Fee Equity Class A Ordinary Shares Other 152,862,155 $ 0. |
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| July 2, 2025 |
As filed with the Securities and Exchange Commission on July 2, 2025 As filed with the Securities and Exchange Commission on July 2, 2025 Registration No. |
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| June 27, 2025 |
SOS Limited Building 6, East Seaview Park, 298 Haijing Road, Yinzhu Street West Coast New District, Qingdao City, Shandong Province 266400 People’s Republic of China +86-532-86617117 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N. |
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| June 27, 2025 |
Exhibit (a)(ii) SOS Limited and CITIBANK, N.A., as Depositary, and THE HOLDERS AND BENEFICIAL OWNERS OF AMERICAN DEPOSITARY SHARES OUTSTANDING UNDER THE TERMS OF THE DEPOSIT AGREEMENT, DATED AS OF MAY 4, 2017 Amendment No. 3 to the Deposit Agreement Dated as of November 19, 2024 Table of Contents Page ARTICLE I DEFINITIONS 2 Section 1.1 Definitions 2 Section 1.2 Effective Date 2 ARTICLE II AMENDME |
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| June 27, 2025 |
Exhibit (a)(i) SOS Limited and CITIBANK, N.A., as Depositary, and ALL HOLDERS AND BENEFICIAL OWNERS OF AMERICAN DEPOSITARY SHARES OUTSTANDING UNDER THE TERMS OF THE DEPOSIT AGREEMENT, DATED AS OF MAY 4, 2017 Amendment No. 4 to the Deposit Agreement Dated as of [l], 2025 Table of Contents Page ARTICLE I DEFINITIONS 2 Section 1.1 Definitions 2 Section 1.2 Effective Date 2 ARTICLE II AMENDMENTS TO DE |
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| June 27, 2025 |
As filed with the Securities and Exchange Commission on June 27, 2025 Registration No. |
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| June 25, 2025 |
As filed with the Securities and Exchange Commission on June 25, 2025 As filed with the Securities and Exchange Commission on June 25, 2025 Registration No. |
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| May 15, 2025 |
Consent of Independent Registered Public Accounting Firm Exhibit 15.1 Consent of Independent Registered Public Accounting Firm We consent to the incorporation by reference in the Registration Statement on Form F-3 (File No. 333-285820) of our report dated May 15, 2025 with respect to the consolidated financial statements of SOS Limited, which appears in this Form 20-F for the year ended December 31, 2024. We also consent to the reference to our firm und |
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| May 15, 2025 |
Exhibit 2.15 Description of rights of each class of securities registered under Section 12 of the Securities Exchange Act of 1934 (the “Exchange Act”) As of December 31, 2024, SOS Limited (“we,” “our,” “our company,” or “us”) is listed and traded on the New York Stock Exchange and had the following series of securities registered pursuant to Section 12(b) of the Exchange Act: Title of each class T |
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| May 15, 2025 |
Certifications Pursuant to 18 U.S.C. Section 1350 Exhibit 13.1 Certifications Pursuant to 18 U.S.C. Section 1350 Pursuant to U.S.C. Section 1350 of the Sarbanes-Oxley Act of 2002 (subsections (a) and (b) of Section 1350, Chapter 63 of Title 18, United States Code), each of the undersigned officers of SOS Limited. (the “Company”), does hereby certify, to such officer’s knowledge, that: The Annual Report on Form 20-F for the year ended December 31, |
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| May 15, 2025 |
Exhibit 12.2 Certification by the Principal Financial Officer pursuant to Securities Exchange Act Rules 13a-14(a) and 15d-14(a) as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Li Sing Leung, certify that: 1. I have reviewed this annual report on Form 20-F of SOS Limited (the “Company”); 2. Based on my knowledge, this report does not contain any untrue statement of a materia |
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| May 15, 2025 |
Exhibit 12.1 Certification by the Principal Executive Officer pursuant to Securities Exchange Act Rules 13a-14(a) and 15d-14(a) as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Yandai Wang, certify that: 1. I have reviewed this annual report on Form 20-F of SOS Limited (the “Company”); 2. Based on my knowledge, this report does not contain any untrue statement of a material |
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| May 15, 2025 |
www.verify.gov.ky File#: 303103 Exhibit 1.1 Registrar of Companies Government Administration Building 133 Elgin Avenue George Town Grand Cayman SOS Limited (ROC #303103) (the “Company”) TAKE NOTICE that at an Annual General Meeting of shareholders of the Company held on 15 August 2024, the following resolution was passed: Increase in Share Capital Proposal 9: As an ordinary resolution, to approve the increase of the Company’s au |
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| May 15, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT O |
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| April 30, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): ☐ Form 10-K ☒ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form N-SAR ☐ Form N-CSR For Period Ended: December 31, 2024 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q ☐ Transition Report on Form N-SAR For the Transition Period Ended: Nothing in this form shall be construed to imply that the Commission has verified any information contained herein. |
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| April 11, 2025 |
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 April 2025 Commission File Number: 001-38051 SOS Limited (Translation of registrant’s name into English) Building 6, East Seaview Park, 298 Haijing Road, Yinzhu Street West Coast New District, |
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| March 19, 2025 |
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 March 2025 Commission File Number: 001-38051 SOS Limited (Translation of registrant’s name into English) Building 6, East Seaview Park, 298 Haijing Road, Yinzhu Street West Coast New District, |
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| March 19, 2025 |
FORM OF CLASS A ORDINARY SHARES PURCHASE WARRANT SOS LIMITED Exhibit 99.2 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIST |
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| March 19, 2025 |
Exhibit 99.1 SECURITIES PURCHASE AGREEMENT 证券购买协议 This SECURITIES PURCHASE AGREEMENT (the “Agreement”) is dated as of [●], 2025 by and among SOS Limited, a Cayman Islands company, (the “Company”), and individuals listed in Exhibit B hereto and each affixes its signature on the signature page of this Agreement (each, a “Purchaser”; collectively, the “Purchasers”). 本证券购买协议(“本协议”或“协议”)于2025年 [●]月[●] |
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| March 14, 2025 |
SOS LIMITED Dated as of [●], 20[●] Subordinated Debt Securities TABLE OF CONTENTS Exhibit 4.6 SOS LIMITED Issuer AND [TRUSTEE] Trustee INDENTURE Dated as of [●], 20[●] Subordinated Debt Securities TABLE OF CONTENTS ARTICLE 1 DEFINITIONS 1 Section 1.01 Definitions of Terms. 1 ARTICLE 2 ISSUE, DESCRIPTION, TERMS, EXECUTION, REGISTRATION AND EXCHANGE OF SECURITIES 4 Section 2.01 Designation and Terms of Securities. 4 Section 2.02 Form of Securities and Trustee’s Certificate. 6 Sec |
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| March 14, 2025 |
Exhibit 107 Calculation of Filing Fee Tables F-3 (Form Type) SOS Ltd (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered(1) Proposed Maximum Offering Price Per Unit(2) Maximum Aggregate Offering Price(3) Fee Rate Amount of Registration Fee Fees to be paid Equity Class A Ordinary Shares, as represented by American Depository Shares Rule 457(o) Other Warrants Rule 457(o) Debt Debt Securities Rule 457(o) Other Units Rule 457(o) Other Rights Rule 457(o) $ 500,000,000 0. |
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| March 14, 2025 |
As filed with the Securities and Exchange Commission on March 14, 2025 As filed with the Securities and Exchange Commission on March 14, 2025 Registration No. |
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| March 14, 2025 |
Exhibit 4.5 SOS LIMITED (the “Issuer”) AND [TRUSTEE] (the “Trustee”) INDENTURE Dated as of [●], 20[●] Senior Debt Securities TABLE OF CONTENTS Page ARTICLE 1 DEFINITIONS 1 Section 1.01 Definitions of Terms 1 ARTICLE 2 ISSUE, DESCRIPTION, TERMS, EXECUTION, REGISTRATION AND EXCHANGE OF SECURITIES 5 Section 2.01 Designation and Terms of Securities 5 Section 2.02 Form of Securities and Trustee’s Certi |
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| December 12, 2024 |
As filed with the U.S. Securities and Exchange Commission on December 12, 2024 As filed with the U.S. Securities and Exchange Commission on December 12, 2024 Registration No. 333-276006 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM F-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 SOS Limited (Exact name of Registrant as specified in its charter) Not Applicable (Translation of Registrant’s name into E |
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| December 12, 2024 |
Exhibit 3.1 Registrar of Companies Government Administration Building 133 Elgin Avenue George Town Grand Cayman SOS Limited (ROC #303103) (the “Company”) TAKE NOTICE that at an Annual General Meeting of shareholders of the Company held on 15 August 2024, the following resolution was passed: Increase in Share Capital Proposal 9: As an ordinary resolution, to approve the increase of the Company’s au |
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| November 8, 2024 |
SC 13G/A 1 sos13ga.htm SOS 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 3)* SOS Limited (Name of Issuer) Class A Ordinary shares, par value $0.005 per share (Title of Class of Securities) 83587W205** (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropria |
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| November 4, 2024 |
Exhibit (b)(i) Building 6, East Seaview Park, 298 Haijing Road, Yinzhu Street West Coast New District, Qingdao City, Shandong Province 266400 People’s Republic of China +86-532-86617117 As of March 15, 2024 Citibank, N. |
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| November 4, 2024 |
Exhibit (a)(i) SOS Limited and CITIBANK, N.A., as Depositary, and THE HOLDERS AND BENEFICIAL OWNERS OF AMERICAN DEPOSITARY SHARES OUTSTANDING UNDER THE TERMS OF THE DEPOSIT AGREEMENT, DATED AS OF MAY 4, 2017 Amendment No. 3 to the Deposit Agreement Dated as of [•], 2024 Table of Contents Page ARTICLE I DEFINITIONS 2 Section 1.1 Definitions 2 Section 1.2 Effective Date 2 ARTICLE II AMENDMENTS TO DE |
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| November 4, 2024 |
As filed with the Securities and Exchange Commission on November 4, 2024 Registration No. |
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| November 4, 2024 |
Exhibit (a)(ii) SOS Limited and CITIBANK, N.A., as Depositary, and THE HOLDERS AND BENEFICIAL OWNERS OF AMERICAN DEPOSITARY SHARES OUTSTANDING UNDER THE TERMS OF THE DEPOSIT AGREEMENT, DATED AS OF MAY 4, 2017 Amendment No. 2 to the Deposit Agreement Dated as of July 6, 2022 Table of Contents Page ARTICLE I DEFINITIONS 2 Section 1.1 Definitions 2 Section 1.2 Effective Date 2 ARTICLE II AMENDMENTS T |
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| September 24, 2024 |
OPERATING AND FINANCIAL REVIEW AND PROSPECTS Exhibit 99.2 OPERATING AND FINANCIAL REVIEW AND PROSPECTS MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATION Overview and Outlook SOS is an emerging blockchain-based and big data-driven marketing solution provider. SOS is also engaged in blockchain and cryptocurrency operations, which currently include cryptocurrency mining and may expand into cryptocurrency secur |
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| September 24, 2024 |
Exhibit 99.1 SOS Limited Interim Condensed Consolidated Balance Sheets (US$ thousands, except share data and per share data, or otherwise noted) Twelve months as of Six months as of 31-Dec-23 30-Jun-24 Audited Unaudited US$ US$ Current assets: Cash and cash equivalents 279,177 246,727 Investment securities 307 200 Accounts receivable – net 809 512 Inventories 32,875 30,437 Other receivables – net |
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| September 24, 2024 |
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 September 2024 Commission File Number: 001-38051 SOS LIMITED (Translation of registrant’s name into English) Building 6, East Seaview Park, 298 Haijing Road, Yinzhu Street West Coast New Distri |
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| September 20, 2024 |
Exhibit 107 Calculation of Filing Fee Table Form S-8 (Form Type) SOS LIMITED (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title(1) Fee Calculation Rule Amount Registered(2) Proposed Maximum Offering Price Per Unit(3) Maximum Aggregate Offering Price(3) Fee Rate Amount of Registration Fee Equity Class A Ordinary Shares Other 52,000,000 $ 0. |
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| September 20, 2024 |
As filed with the Securities and Exchange Commission on September 20, 2024 As filed with the Securities and Exchange Commission on September 20, 2024 Registration No. |
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| September 20, 2024 |
SOS LIMITED 2024 EQUITY INCENTIVE PLAN Exhibit 10.1 SOS LIMITED 2024 EQUITY INCENTIVE PLAN 1. Purposes of the Plan. The purposes of this Plan are: ● to attract and retain the best available personnel for positions of substantial responsibility, ● to provide additional incentive to Employees, Directors and Consultants, and ● to promote the success of the Company’s business. The Plan permits the grant of Incentive Share Options, Nonstatu |
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| August 29, 2024 |
SC 13G/A 1 ea0212935-13ga1sos.htm AMENDMENT NO. 1 TO SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G (Amendment No. 1)* SOS Limited (Name of Issuer) Class A ordinary shares, $0.005 par value per share (Title of Class of Securities) 83587W205** (CUSIP Number) June 13, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate b |
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| August 16, 2024 |
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 August 2024 Commission File Number: 001-38051 SOS Limited (Translation of registrant’s name into English) Building 6, East Seaview Park, 298 Haijing Road, Yinzhu Street West Coast New District, |
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| July 19, 2024 |
SOS LIMITED NOTICE OF ANNUAL GENERAL MEETING OF SHAREHOLDERS TO BE HELD ON AUGUST 15, 2024 Exhibit 99.1 SOS LIMITED NOTICE OF ANNUAL GENERAL MEETING OF SHAREHOLDERS TO BE HELD ON AUGUST 15, 2024 Notice is hereby given that SOS Limited, a Cayman Islands company (the “Company”), will hold its annual general meeting of shareholders at 10:00 a.m., Eastern Time, on August 15, 2024 (the “Annual General Meeting”) at the Company’s headquarters located at Building 6, East Seaview Park, 298 Haiji |
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| July 19, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K/A Amendment No. 1 REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of July 2024 Commission File Number: 001-38051 SOS Limited (Translation of registrant’s name into English) Building 6, East Seaview Park, 298 Haijing Road, Yinzhu Street West Coa |
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| July 15, 2024 |
Exhibit 99.2 SOS LIMITED (incorporated in the Cayman Islands with limited liability) FORM OF PROXY FOR THE ANNUAL GENERAL MEETING to be held on August 15, 2024 (or any adjourned or postponed meeting thereof) I/we, the undersigned acknowledges receipt of the Notice of Annual General Meeting of Shareholders and Proxy Statement and, being the registered holder of Class A Ordinary Shares1, par value U |
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| July 15, 2024 |
SOS LIMITED NOTICE OF ANNUAL GENERAL MEETING OF SHAREHOLDERS TO BE HELD ON AUGUST 15, 2024 Exhibit 99.1 SOS LIMITED NOTICE OF ANNUAL GENERAL MEETING OF SHAREHOLDERS TO BE HELD ON AUGUST 15, 2024 Notice is hereby given that SOS Limited, a Cayman Islands company (the “Company”), will hold its annual general meeting of shareholders at 10:00 a.m., Eastern Time, on August 15, 2024 (the “Annual General Meeting”) at the Company’s headquarters located at Building 6, East Seaview Park, 298 Haiji |
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| July 15, 2024 |
Exhibit 99.3 Time Sensitive Materials Depositary’s Notice of Annual General Meeting of Shareholders of SOS Limited ADSs: American Depositary Shares evidenced by American Depositary Receipts (“ADRs”). ADS CUSIP No.: 83587W205.* ADS Record Date: July 12, 2024 (New York City time). Meeting Specifics: Annual General Meeting to be held on August 15, 2024 at 10:00 a.m. (Eastern Time), at the Company’s h |
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| July 15, 2024 |
Exhibit 99.4 |
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| July 15, 2024 |
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 July 2024 Commission File Number: 001-38051 SOS Limited (Translation of registrant’s name into English) Building 6, East Seaview Park, 298 Haijing Road, Yinzhu Street West Coast New District, Q |
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| June 24, 2024 |
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 June 2024 Commission File Number: 001-38051 SOS Limited (Translation of registrant’s name into English) Building 6, East Seaview Park, 298 Haijing Road, Yinzhu Street West Coast New District, Q |
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| June 12, 2024 |
Exhibit 99.1 SECURITIES PURCHASE AGREEMENT 证券购买协议 This SECURITIES PURCHASE AGREEMENT (the “Agreement”) is dated as of June [ ], 2024 by and among SOS Limited, a Cayman Islands company, (the “Company”), and individuals listed in Exhibit B hereto and each affixes its signature on the signature page of this Agreement (each, a “Purchaser”; collectively, the “Purchasers”). 本证券购买协议(“本协议”或“协议”)于2024年 6月[ |
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| June 12, 2024 |
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 June 2024 Commission File Number: 001-38051 SOS Limited (Translation of registrant’s name into English) Building 6, East Seaview Park, 298 Haijing Road, Yinzhu Street West Coast New District, Q |
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| June 12, 2024 |
FORM OF CLASS A ORDINARY SHARES PURCHASE WARRANT SOS LIMITED Exhibit 99.2 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIST |
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| May 15, 2024 |
Exhibit 2.13 Description of rights of each class of securities registered under Section 12 of the Securities Exchange Act of 1934 (the “Exchange Act”) As of December 31, 2023, SOS Limited (“we,” “our,” “our company,” or “us”) is listed and traded on the New York Stock Exchange and had the following series of securities registered pursuant to Section 12(b) of the Exchange Act: Title of each class T |
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| May 15, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT O |
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| May 15, 2024 |
sos limited the “Company” COMPENSATION RECOVERY POLICY Effective December 1, 2023 Exhibit 97.1 sos limited the “Company” COMPENSATION RECOVERY POLICY Effective December 1, 2023 In accordance with Section 10D of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), Exchange Act Rule 10D-1, and the listing standards of The New York Stock Exchange (the “Exchange”), the Company’s Board of Directors (the “Board”) has adopted this Compensation Recovery Policy (the “Po |
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| May 15, 2024 |
Consent of Independent Registered Public Accounting Firm Exhibit 15.1 Consent of Independent Registered Public Accounting Firm We consent to the incorporation by reference in the Registration Statement on Form S-8 (File No.333-272715) of our report dated May 15, 2024 with respect to the consolidated financial statements of SOS Limited, which appears in this Form 20-F for the year ended December 31, 2023. /s/ Audit Alliance LLP Audit Alliance LLP Singapo |
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| May 15, 2024 |
Exhibit 12.2 Certification by the Principal Financial Officer pursuant to Securities Exchange Act Rules 13a-14(a) and 15d-14(a) as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Li Sing Leung, certify that: 1. I have reviewed this annual report on Form 20-F of SOS Limited (the “Company”); 2. Based on my knowledge, this report does not contain any untrue statement of a materia |
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| May 15, 2024 |
Certifications Pursuant to 18 U.S.C. Section 1350 Exhibit 13.1 Certifications Pursuant to 18 U.S.C. Section 1350 Pursuant to U.S.C. Section 1350 of the Sarbanes-Oxley Act of 2002 (subsections (a) and (b) of Section 1350, Chapter 63 of Title 18, United States Code), each of the undersigned officers of SOS Limited. (the “Company”), does hereby certify, to such officer’s knowledge, that: The Annual Report on Form 20-F for the year ended December 31, |
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| May 15, 2024 |
Exhibit 12.1 Certification by the Principal Executive Officer pursuant to Securities Exchange Act Rules 13a-14(a) and 15d-14(a) as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Yandai Wang, certify that: 1. I have reviewed this annual report on Form 20-F of SOS Limited (the “Company”); 2. Based on my knowledge, this report does not contain any untrue statement of a material |
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| April 30, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): ☐ Form 10-K ☒ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form N-SAR ☐ Form N-CSR For Period Ended: December 31, 2023 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q ☐ Transition Report on Form N-SAR For the Transition Period Ended: Nothing in this form shall be construed to imply that the Commission has verified any information contained herein. |
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| March 25, 2024 |
SC 13G 1 l1cap13g.htm SCHEDULE 13G SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 SOS Limited (Name of Issuer) American Depository Shares, representing Class A Ordinary Shares, par value $0.005 (Title of Class of Securities) 83587W205 (CUSIP Number) March 13, 2024 (Date of Event Which Requires Filing of this Statement) Check the app |
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| March 25, 2024 |
SC 13G 1 shn13g.htm SCHEDULE 13G SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 SOS Limited (Name of Issuer) American Depository Shares, representing Class A Ordinary Shares, par value $0.005 (Title of Class of Securities) 83587W205 (CUSIP Number) March 13, 2024 (Date of Event Which Requires Filing of this Statement) Check the appro |
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| March 18, 2024 |
Exhibit 99.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of March , 2024, between SOS Limited., a Cayman Islands company (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”). WHEREAS, subject to the terms and conditions set forth |
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| March 18, 2024 |
Exhibit 99.4 LOCK-UP AGREEMENT March , 2024 Maxim Group LLC 300 Park Avenue, 16th Floor New York, NY 10022 Re: Placement of SOS Limited. Ladies and Gentlemen: The undersigned, a holder of securities of SOS Limited, a Cayman Islands company. (the “Company”), understands that you are the placement agent (the “Placement Agent”) named in the placement agency agreement (the “Placement Agency Agreement” |
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| March 18, 2024 |
SECTION 1. REPRESENTATIONS AND WARRANTIES OF THE COMPANY; COVENANTS OF THE COMPANY. Exhibit 99.2 March , 2024 Mr. Yandai Wang SOS Limited Building 6, East Seaview Park, 298 Haijing Road, Yinzhu Street West Coast New District, Qingdao City, Shandong Province 266400 People’s Republic of China Dear Mr. Wang: This letter (the “Agreement”) constitutes the agreement between Maxim Group LLC (“Maxim” or the “Placement Agent”) and SOS Limited, a Cayman Islands company (the “Company”), pur |
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| March 18, 2024 |
Exhibit 99.5 SOS Ltd. Announces Pricing of $7.85 Million Public Offering NEW YORK, March 13, 2024 /PRNewswire/ - SOS Limited (NYSE: SOS) (the “Company” or “SOS”), a multifaceted company that engages in the blockchain and cryptocurrency operations and commodity trading, announced today that it has entered into a securities purchase agreement with certain accredited investors to purchase approximate |
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| March 18, 2024 |
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 March 2024 Commission File Number: 001-38051 SOS Limited (Translation of registrant’s name into English) Building 6, East Seaview Park, 298 Haijing Road, Yinzhu Street West Coast New District, |
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| March 18, 2024 |
AMERICAN DEPOSITARY SHARE PURCHASE WARRANT SOS LIMITED Exhibit 99.3 AMERICAN DEPOSITARY SHARE PURCHASE WARRANT SOS LIMITED Warrant Shares: Initial Exercise Date: March , 2024 Issue Date: March , 2024 THIS WARRANT TO PURCHASE ORDINARY SHARES (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or a |
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| March 15, 2024 |
Filed pursuant to Rule 424(b)(4) Registration No. 333-276006 PROSPECTUS DATED MARCH 13, 2024 5,233,332 American Depositary Shares Representing 52,333,320 Class A Ordinary Shares, Warrants to Purchase 10,466,664 American Depositary Shares and 10,466,664 American Depositary Shares issuable upon Exercise of Warrants SOS Limited We are offering on a best efforts basis 5,233,332 American depositary sha |
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| March 12, 2024 |
CORRESP 1 filename1.htm SOS Limited Building 6, East Seaview Park, 298 Haijing Road, Yinzhu Street West Coast New District, Qingdao City, Shandong Province 266400 People’s Republic of China March 12, 2024 Via Edgar Division of Corporation Finance Office of Finance U.S. Securities and Exchange Commission 100 F Street, NE Washington, D.C., 20549 Attention: Todd Schiffman Christian Windsor Re: SOS Lt |
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| March 12, 2024 |
March 12, 2024 Securities and Exchange Commission 100 F. Street, NE Washington, D.C. 20549 Re: SOS Limited Registration Statement on Form F-1 File No. 333-276006 VIA EDGAR Ladies and Gentlemen: Pursuant to Rule 461 of the General Rules and Regulations of the U.S. Securities and Exchange Commission under the Securities Act of 1933, as amended, Maxim Group LLC, as placement agent, hereby requests ac |
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| March 11, 2024 |
SOS Limited Building 6, East Seaview Park, 298 Haijing Road, Yinzhu Street West Coast New District, Qingdao City, Shandong Province 266400 People’s Republic of China March 11, 2024 Via Edgar Division of Corporation Finance Office of Finance U. |
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| March 11, 2024 |
March 11, 2024 Division of Corporation Finance Office of Finance U.S. Securities and Exchange Commission 100 F Street, NE Washington, D.C., 20549 Attention: Todd Schiffman Christian Windsor Re: SOS Ltd. Registration Statement on Form F-1, as amended Initially Filed on December 12, 2023 File No. 333-276006 VIA EDGAR Ladies and Gentlemen: Pursuant to Rule 461 of the General Rules and Regulations of |
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| March 8, 2024 |
March 8, 2024 Securities and Exchange Commission 100 F. Street, NE Washington, D.C. 20549 Re: SOS Limited Registration Statement on Form F-1 File No. 333-276006 VIA EDGAR Ladies and Gentlemen: Pursuant to Rule 461 of the General Rules and Regulations of the U.S. Securities and Exchange Commission under the Securities Act of 1933, as amended, Maxim Group LLC, as placement agent, hereby requests acc |
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| March 8, 2024 |
SOS Limited Building 6, East Seaview Park, 298 Haijing Road, Yinzhu Street West Coast New District, Qingdao City, Shandong Province 266400 People’s Republic of China March 8, 2024 Via Edgar Division of Corporation Finance Office of Finance U. |
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| March 7, 2024 |
As filed with the U.S. Securities and Exchange Commission on March 7, 2024 As filed with the U.S. Securities and Exchange Commission on March 7, 2024 Registration No. 333-276006 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 3 TO FORM F-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 SOS Limited (Exact name of Registrant as specified in its charter) Not Applicable (Translation of Registrant’s name into English) Cayman Isla |
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| March 7, 2024 |
AMERICAN DEPOSITARY SHARE PURCHASE WARRANT SOS LIMITED. Exhibit 4.5 AMERICAN DEPOSITARY SHARE PURCHASE WARRANT SOS LIMITED. Warrant Shares: [●] Initial Exercise Date: [●], 2024 Issue Date: [●], 2024 THIS WARRANT TO PURCHASE ORDINARY SHARES (the “Warrant”) certifies that, for value received, [●] or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or |
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| March 7, 2024 |
[The remainder of this page has been intentionally left blank.] Exhibit 1.1 March [], 2024 Mr. Yandai Wang SOS Limited Building 6, East Seaview Park, 298 Haijing Road, Yinzhu Street West Coast New District, Qingdao City, Shandong Province 266400 People’s Republic of China Dear Mr. Wang: This letter (the “Agreement”) constitutes the agreement between Maxim Group LLC (“Maxim” or the “Placement Agent”) and SOS Limited, a Cayman Islands company (the “Company”), pu |
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| March 7, 2024 |
Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of March , 2024, between SOS Limited., a Cayman Islands company (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”). WHEREAS, subject to the terms and conditions set forth |
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| March 7, 2024 |
Hebei Changjun Law Office No. 26 Huai’an East Road, Shijiazhuang,Hebei, China Exhibit 99.2 Hebei Changjun Law Office No. 26 Huai’an East Road, Shijiazhuang,Hebei, China TO:SOS LIMITED Building 6, East Seaview Park, 298 Haijing Road, Yinzhu Street West Coast New District, Qingdao, Shandong Province 266400 People’s Republic of China March 7 , 2024 Re: PRC Legal Opinion for Certain Legal Matters of the Public Offering of SOS LIMITED We are acting as the People’s Republic of Ch |
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| February 21, 2024 |
Exhibit 107 Calculation of Filing Fee Table Form F-1/A (Form Type) SOS LIMITED (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title(1) Fee Calculation Rule Amount Registered Proposed Maximum Offering Price Per Unit(3) Maximum Aggregate Offering Price(3) Fee Rate Amount of Registration Fee Equity Class A Ordinary Shares 457(o) — — $ 15,000,000 0. |
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| February 21, 2024 |
As filed with the U.S. Securities and Exchange Commission on February 20, 2024 As filed with the U.S. Securities and Exchange Commission on February 20, 2024 Registration No. 333-276006 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 2 TO FORM F-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 SOS Limited (Exact name of Registrant as specified in its charter) Not Applicable (Translation of Registrant’s name into English) Cayman |
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| February 20, 2024 |
SOS Limited Building 6, East Seaview Park 298 Haijing Road, Yinzhu Street West Coast New District, Qingdao City, Shandong Province People’s Republic of China February 20, 2024 VIA EDGAR Todd Schiffman Christian Windsor U. |
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| February 6, 2024 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 2)* SOS Limited (Name of Issuer) Class A Ordinary shares, par value $0.005 per share (Title of Class of Securities) 83587W205** (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursu |
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| January 23, 2024 |
As filed with the U.S. Securities and Exchange Commission on January 23, 2024 As filed with the U.S. Securities and Exchange Commission on January 23, 2024 Registration No. 333-276006 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 1 TO FORM F-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 SOS Limited (Exact name of Registrant as specified in its charter) Not Applicable (Translation of Registrant’s name into English) Cayman I |
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| January 23, 2024 |
SOS Limited Building 6, East Seaview Park 298 Haijing Road, Yinzhu Street West Coast New District, Qingdao City, Shandong Province People’s Republic of China January 23, 2024 VIA EDGAR Todd Schiffman Christian Windsor U. |
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| December 13, 2023 |
Exhibit 99.1 SOS Limited Interim Condensed Consolidated Balance Sheet (US$ thousands, except share data and per share data, or otherwise noted) Twelve months as of Six months as of 31-Dec-22 30-Jun-23 Audited Unaudited US$ US$ Current assets: Cash and cash equivalents 259,492 249,884 Accounts receivable – net 2,432 2,376 Inventory 46,273 42,456 Other receivables – net 55,004 67,325 Amount due from |
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| December 13, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K/A 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: 001-38051 SOS LIMITED (Translation of registrant’s name into English) Building 6, East Seaview Park, 298 Haijing Road, Yinzhu Street West Coast New District, |
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| December 13, 2023 |
OPERATING AND FINANCIAL REVIEW AND PROSPECTS Exhibit 99.2 OPERATING AND FINANCIAL REVIEW AND PROSPECTS MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATION Overview and Outlook SOS is an emerging blockchain-based and big data-driven marketing solution provider. SOS is also engaged in blockchain and cryptocurrency operations, which currently include cryptocurrency mining and may expand into cryptocurrency secur |
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| December 12, 2023 |
Exhibit 107 Calculation of Filing Fee Table Form F-1 (Form Type) SOS LIMITED (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title(1) Fee Calculation Rule Amount Registered Proposed Maximum Offering Price Per Unit(3) Maximum Aggregate Offering Price(3) Fee Rate Amount of Registration Fee Equity Class A Ordinary Shares 457(o) — — $ 6,000,000 0. |
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| December 12, 2023 |
As filed with the U.S. Securities and Exchange Commission on December 12, 2023 As filed with the U.S. Securities and Exchange Commission on December 12, 2023 Registration No. 333-[*] UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM F-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 SOS Limited (Exact name of Registrant as specified in its charter) Not Applicable (Translation of Registrant’s name into English) Cayman Islands 7350 Not Appli |
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| October 18, 2023 |
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 October 2023 Commission File Number: 001-38051 SOS Limited (Translation of registrant’s name into English) Building 6, East Seaview Park, 298 Haijing Road, Yinzhu Street West Coast New District |
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| October 2, 2023 |
FORM OF CLASS A ORDINARY SHARES PURCHASE WARRANT SOS LIMITED Exhibit 99.2 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIST |
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| October 2, 2023 |
Exhibit 99.1 SECURITIES PURCHASE AGREEMENT 证券购买协议 This SECURITIES PURCHASE AGREEMENT (the “Agreement”) is dated as of , 2023 by and among SOS Limited, a Cayman Islands company, (the “Company”), and individuals listed in Exhibit B hereto and each affixes its signature on the signature page of this Agreement (each, a “Purchaser”; collectively, the “Purchasers”). 本证券购买协议(“本协议”或“协议”)于2023年 月日，SOS Limi |
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| October 2, 2023 |
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 October 2023 Commission File Number: 001-38051 SOS Limited (Translation of registrant’s name into English) Building 6, East Seaview Park, 298 Haijing Road, Yinzhu Street West Coast New District |
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| September 28, 2023 |
OPERATING AND FINANCIAL REVIEW AND PROSPECTS Exhibit 99.2 OPERATING AND FINANCIAL REVIEW AND PROSPECTS MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATION Overview and Outlook SOS is an emerging blockchain-based and big data-driven marketing solution provider. SOS is also engaged in blockchain and cryptocurrency operations, which currently include cryptocurrency mining and may expand into cryptocurrency secur |
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| September 28, 2023 |
Exhibit 99.1 SOS Limited Interim Condensed Consolidated Balance Sheet (US$ thousands, except share data and per share data, or otherwise noted) Twelve months as of Six months as of 31-Dec-22 30-Jun-23 Audited Unaudited US$ US$ Current assets: Cash and cash equivalents 259,492 249,884 Accounts receivable – net 2,432 2,376 Inventory 46,273 42,456 Other receivables – net 55,004 67,325 Amount due from |
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| September 28, 2023 |
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 June 2023 Commission File Number: 001-38051 SOS LIMITED (Translation of registrant’s name into English) Building 6, East Seaview Park, 298 Haijing Road, Yinzhu Street West Coast New District, Q |
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| August 31, 2023 |
SOS / SOS Limited - ADR / ICS OPPORTUNITIES II LLC Passive Investment SC 13G 1 SOSSC13G2023.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 SOS LIMITED (Name of Issuer) CLASS A ORDINARY SHARES, PAR VALUE $0.0001 PER SHARE (Title of Class of Securities) 83587W205** (CUSIP Number) AUGUST 21, 2023 (Date of event which requires filing of this statement) Check the appropriate box to design |
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| June 16, 2023 |
SOS LIMITED 2023 EQUITY INCENTIVE PLAN Exhibit 10.1 SOS LIMITED 2023 EQUITY INCENTIVE PLAN 1. Purposes of the Plan. The purposes of this Plan are: ● to attract and retain the best available personnel for positions of substantial responsibility, ● to provide additional incentive to Employees, Directors and Consultants, and ● to promote the success of the Company’s business. The Plan permits the grant of Incentive Share Options, Nonstatu |
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| June 16, 2023 |
Exhibit 107 Calculation of Filing Fee Table Form S-8 (Form Type) SOS LIMITED (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title(1) Fee Calculation Rule Amount Registered(2) Proposed Maximum Offering Price Per Unit(3) Maximum Aggregate Offering Price(3) Fee Rate Amount of Registration Fee Equity Class A Ordinary Shares Other 8,900,000 $ 0. |
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| June 16, 2023 |
As filed with the Securities and Exchange Commission on June 16, 2023 S-8 1 ea180507-s8soslimited.htm REGISTRATION STATEMENT As filed with the Securities and Exchange Commission on June 16, 2023 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 SOS Limited (Exact name of Registrant as specified in its charter) Cayman Islands Not Applicable (State or other jur |
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| June 16, 2023 |
Filed pursuant to Rule 424(b)(3) Registration Statement on Form F-6 Registration No. |
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| May 18, 2023 |
Exhibit 12.2 Certification by the Principal Financial Officer pursuant to Securities Exchange Act Rules 13a-14(a) and 15d-14(a) as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Li Sing Leung, certify that: 1. I have reviewed this annual report on Form 20-F of SOS Limited (the “Company”); 2. Based on my knowledge, this report does not contain any untrue statement of a materia |
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| May 18, 2023 |
CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Exhibit 15.1 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in the Registration Statements on Forms S-8 (file Nos. 333-250141; 333-262636), Form F-3 (File No. 333-252279), Form F-3MEF (File No. 333-253237) and Form F-3ASR (File No. 333-253402) of our report dated May 16, 2023, with respect to our audits of the consolidated financial statements |
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| May 18, 2023 |
Exhibit 12.1 Certification by the Principal Executive Officer pursuant to Securities Exchange Act Rules 13a-14(a) and 15d-14(a) as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Yandai Wang, certify that: 1. I have reviewed this annual report on Form 20-F of SOS Limited (the “Company”); 2. Based on my knowledge, this report does not contain any untrue statement of a material |
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| May 18, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT O |
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| May 18, 2023 |
Certifications Pursuant to 18 U.S.C. Section 1350 Exhibit 13.1 Certifications Pursuant to 18 U.S.C. Section 1350 Pursuant to U.S.C. Section 1350 of the Sarbanes-Oxley Act of 2002 (subsections (a) and (b) of Section 1350, Chapter 63 of Title 18, United States Code), each of the undersigned officers of SOS Limited. (the “Company”), does hereby certify, to such officer’s knowledge, that: The Annual Report on Form 20-F for the year ended December 31, |
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| May 8, 2023 |
6-K 1 ea178165-6ksosltd.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 May 2023 Commission File Number: 001-38051 SOS Limited (Translation of registrant’s name into English) Building 6, East Seaview Park |
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| May 1, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): ☐ Form 10-K ☒ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: December 31, 2022 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q ☐ Transition Report o |
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| April 11, 2023 |
SOS Limited Building 6, East Seaview Park 298 Haijing Road, Yinzhu Street West Coast New District, Qingdao City, Shandong Province People’s Republic of China April 11, 2023 VIA EDGAR Michelle Miller Sharon Blume U. |
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| April 7, 2023 |
April 7, 2023 VIA EDGAR SUBMISSION Ms. Michelle Miller Division of Corporation Finance Office of Finance United States Securities and Exchange Commission Washington D.C. 20549 Re: SOS Limited Form 20-F for the fiscal period ending December 31, 2020 Filed May 5, 2021 Form 20-F/A for the fiscal period ending December 31, 2020 Filed October 12, 2021 Form 20-F/A for the fiscal period ending December 3 |
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| March 27, 2023 |
March 27, 2023 VIA EDGAR SUBMISSION Ms. Michelle Miller Division of Corporation Finance Office of Finance United States Securities and Exchange Commission Washington D.C. 20549 Re: SOS Limited Form 20-F for the fiscal period ending December 31, 2020 Filed May 5, 2021 Form 20-F/A for the fiscal period ending December 31, 2020 Filed October 12, 2021 Form 20-F/A for the fiscal period ending December |
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| March 24, 2023 |
Exhibit 99.4 Annual General Meeting of Shareholders The Voting Instructions must be signed, completed and received at the indicated address prior to 10:00 a.m. (New York City time) on April 24, 2023 for action to be taken. 2023 VOTING INSTRUCTIONS AMERICAN DEPOSITARY SHARES SOS Limited (formerly known as “China Rapid Finance Limited”) (the “Company”) ADS CUSIP No.: 83587W205. ADS Record Date: Marc |
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| March 24, 2023 |
SOS LIMITED NOTICE OF ANNUAL GENERAL MEETING OF SHAREHOLDERS TO BE HELD ON MAY 1, 2023 Exhibit 99.1 SOS LIMITED NOTICE OF ANNUAL GENERAL MEETING OF SHAREHOLDERS TO BE HELD ON MAY 1, 2023 Notice is hereby given that SOS Limited, a Cayman Islands company (the “Company”), will hold its annual general meeting of shareholders at 10:00 a.m., Eastern Time, on May 1, 2023 (the “Annual General Meeting”) at the Company’s headquarters located at Building 6, East Seaview Park, 298 Haijing Road, |
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| March 24, 2023 |
Exhibit 99.3 Time Sensitive Materials Depositary’s Notice of Annual General Meeting of Shareholders of SOS Limited (formerly known as “China Rapid Finance Limited”) ADSs: American Depositary Shares evidenced by American Depositary Receipts (“ADRs”). ADS CUSIP No.: 83587W205. ADS Record Date: March 17, 2023 (New York City time). Meeting Specifics: Annual General Meeting to be held on May 1, 2023 at |
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| March 24, 2023 |
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 March 2023 Commission File Number: 001-38051 SOS Limited (Translation of registrant’s name into English) Building 6, East Seaview Park, 298 Haijing Road, Yinzhu Street West Coast New District, |
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| March 24, 2023 |
Exhibit 99.2 SOS LIMITED (incorporated in the Cayman Islands with limited liability) FORM OF PROXY FOR THE ANNUAL GENERAL MEETING to be held on May 1, 2023 (or any adjourned or postponed meeting thereof) I/we, the undersigned acknowledges receipt of the Notice of Annual General Meeting of Shareholders and Proxy Statement and, being the registered holder of Class A Ordinary Shares1, par value US$0. |
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| February 13, 2023 |
SOS / SOS Limited ADR / Hudson Bay Capital Management LP - SOS 13GA Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* SOS Limited (Name of Issuer) Class A Ordinary shares, par value $0.0001 per share (Title of Class of Securities) 83587W205** (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule purs |
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| February 3, 2023 |
CORRESP 1 filename1.htm SOS Limited Building 6, East Seaview Park 298 Haijing Road, Yinzhu Street West Coast New District, Qingdao City, Shandong Province People’s Republic of China February 3, 2023 VIA EDGAR Michelle Miller Sharon Blume U.S. Securities and Exchange Commission Division of Corporation Finance Office of Finance 100 F Street, N.E. Mail Stop 4631 Washington, DC 20549 Re: SOS Limited F |
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| January 30, 2023 |
January 30, 2023 VIA EDGAR SUBMISSION Ms. Michelle Miller Division of Corporation Finance Office of Finance United States Securities and Exchange Commission Washington D.C. 20549 Re: SOS Limited Form 20-F for the fiscal period ending December 31, 2020 Filed May 5, 2021 Form 20-F/A for the fiscal period ending December 31, 2020 Filed October 12, 2021 Form 20-F/A for the fiscal period ending Decembe |
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| December 30, 2022 |
6-K 1 ea171069-6ksosltd.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 December 2022 Commission File Number: 001-38051 SOS Limited (Translation of registrant’s name into English) Building 6, East Seaview |
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| December 30, 2022 |
Form of the Settlement Agreement Exhibit 10.1 SETTLEMENT AGREEMENT AND GENERAL MUTUAL RELEASE This Settlement Agreement and General Mutual Release (the “Settlement Agreement”) is dated and effective as of the Effective Date (defined below in Paragraph 17), and made between SOS Information Technology New York, Inc. (“SOS”) on the one hand, and Thor Miner, Inc. (“Thor Miner”), Singularity Future Technology Ltd. (“Singularity,” and, |
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| December 13, 2022 |
CORRESP 1 filename1.htm SOS Limited Building 6, East Seaview Park 298 Haijing Road, Yinzhu Street West Coast New District, Qingdao City, Shandong Province People’s Republic of China December 13, 2022 VIA EDGAR Michelle Miller U.S. Securities and Exchange Commission Division of Corporation Finance Office of Finance 100 F Street, N.E. Mail Stop 4631 Washington, DC 20549 Re: SOS Limited Form 20-F for |
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| December 6, 2022 |
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 December 2022 Commission File Number: 001-38051 SOS Limited (Translation of registrant’s name into English) Building 6, East Seaview Park, 298 Haijing Road, Yinzhu Street West Coast New Distric |
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| November 8, 2022 |
Exhibit 99.5 SHARE PURCHASE AGREEMENT 股份购买协议 This Share Purchase Agreement (this “Agreement”) is made and entered into as of November 2, 2022 by and among (i) S International Holdings Limited, a Cayman Islands exempt company (the “Purchaser”), (ii) S International Group Limited, a British Virgin Islands company (the “Company”), and (iii) SOS Limited, a Cayman Islands exempt company (“SOS” or the “ |
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| November 8, 2022 |
Exhibit 99.2 SOS LIMITED (incorporated in the Cayman Islands with limited liability) FORM OF PROXY FOR THE ANNUAL GENERAL MEETING to be held on December 5, 2022 (or any adjourned or postponed meeting thereof) I/we, the undersigned acknowledges receipt of the Notice of Annual General Meeting of Shareholders and Proxy Statement and, being the registered holder of Class A Ordinary Shares1, par value |
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| November 8, 2022 |
SOS LIMITED NOTICE OF ANNUAL GENERAL MEETING OF SHAREHOLDERS TO BE HELD ON DECEMBER 5, 2022 Exhibit 99.1 SOS LIMITED NOTICE OF ANNUAL GENERAL MEETING OF SHAREHOLDERS TO BE HELD ON DECEMBER 5, 2022 Notice is hereby given that SOS Limited, a Cayman Islands company (the “Company”), will hold its annual general meeting of shareholders at 10:00 a.m., Eastern Time, on December 5, 2022 (the “Annual General Meeting”) at the Company’s headquarters located at Building 6, East Seaview Park, 298 Hai |
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| November 8, 2022 |
Exhibit 99.3 Time Sensitive Materials Depositary’s Notice of Annual General Meeting of Shareholders of SOS Limited (formerly known as “China Rapid Finance Limited”) ADSs: American Depositary Shares evidenced by American Depositary Receipts (“ADRs”). ADS CUSIP No.: 83587W205. ADS Record Date: October 17, 2022 (New York City time). Meeting Specifics: Annual General Meeting to be held on December 5, |
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| November 8, 2022 |
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 November 2022 Commission File Number: 001-38051 SOS Limited (Translation of registrant’s name into English) Building 6, East Seaview Park, 298 Haijing Road, Yinzhu Street West Coast New Distric |
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| November 8, 2022 |
Exhibit 99.4 Annual General Meeting of Shareholders The Voting Instructions must be signed, completed and received at the indicated address prior to 10:00 a.m. (New York City time) on November 30, 2022 for action to be taken. 2022 VOTING INSTRUCTIONS AMERICAN DEPOSITARY SHARES SOS Limited (formerly known as “China Rapid Finance Limited”) (the “Company”) ADS CUSIP No.: 83587W205. ADS Record Date: O |
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| September 28, 2022 |
Exhibit 99.1 SOS Limited Interim Condensed Consolidated Balance Sheet (US$ thousands, except share data and per share data, or otherwise noted) Twelve months ended Six months ended 31-Dec-21 30-Jun-22 Audited Unaudited $ $ Current assets: Cash and cash equivalents 338,026 247,346 Accounts receivable - net 26,129 5,738 Inventory 96,071 84,855 Other receivables - net 173,234 307,512 Amount due from |
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| September 28, 2022 |
OPERATING AND FINANCIAL REVIEW AND PROSPECTS Exhibit 99.2 OPERATING AND FINANCIAL REVIEW AND PROSPECTS MANAGEMENT?S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATION Overview and outlook SOS provides big data-driven marketing solutions and is also engaged in blockchain and cryptocurrency operations and commodity trading. Our marketing solutions and commodity trading services are mainly provided via our subsidiaries in C |
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| September 28, 2022 |
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 September 2022 Commission File Number: 001-38051 SOS LIMITED (Translation of registrant?s name into English) Building 6, East Seaview Park, 298 Haijing Road, Yinzhu Street West Coast New Distri |
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| July 18, 2022 |
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 July 2022 Commission File Number: 001-38051 SOS Limited (Translation of registrant?s name into English) Building 6, East Seaview Park, 298 Haijing Road, Yinzhu Street West Coast New District, Q |
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| July 6, 2022 |
Filed pursuant to Rule 424(b)(3) Registration Statement on Form F-6 Registration No. |
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| July 1, 2022 |
As filed with the Securities and Exchange Commission on July 1, 2022 Registration No. |
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| July 1, 2022 |
Exhibit (a)(i) SOS Limited and CITIBANK, N.A., as Depositary, and THE HOLDERS AND BENEFICIAL OWNERS OF AMERICAN DEPOSITARY SHARES OUTSTANDING UNDER THE TERMS OF THE DEPOSIT AGREEMENT, DATED AS OF MAY 4, 2017 Amendment No. 2 to the Deposit Agreement Dated as of [·], 2022 Table of Contents Page ARTICLE I DEFINITIONS 2 Section 1.1 Definitions 2 Section 1.2 Effective Date 2 ARTICLE II AMENDMENTS TO DE |
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| May 2, 2022 |
CORRESP 1 filename1.htm SOS Limited Building 6, East Seaview Park 298 Haijing Road, Yinzhu Street West Coast New District, Qingdao City, Shandong Province People’s Republic of China April 29, 2022 VIA EDGAR Michelle Miller U.S. Securities and Exchange Commission Division of Corporation Finance Office of Finance 100 F Street, N.E. Mail Stop 4631 Washington, DC 20549 Re: SOS Limited Form 20-F for th |
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| May 2, 2022 |
Exhibit 1.1 THE COMPANIES ACT (AS REVISED) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES SIXTH AMENDED AND RESTATED MEMORANDUM AND ARTICLES OF ASSOCIATION OF SOS LIMITED (adopted by a special resolution passed on July 26, 2021) THE COMPANIES ACT (AS REVISED) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES SIXTH AMENDED AND RESTATED MEMORANDUM OF ASSOCIATION OF SOS LIMITED (adopted by a special r |
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| May 2, 2022 |
CEO Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 Exhibit 12.1 Certification by the Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Yandai Wang, certify that: 1. I have reviewed this annual report on Form 20-F of SOS Limited (the ?Company?); 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in l |
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| May 2, 2022 |
CEO Certification Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 Exhibit 13.1 Certification by the Chief Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the annual report of SOS Limited (the ?Company?) on Form 20-F for the year ended December 31, 2021 as filed with the Securities and Exchange Commission on the date hereof (the ?Report?), I, Yandai Wang, Chief Executive Officer, Chairman and Executive Director of th |
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| May 2, 2022 |
CFO Certification Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 Exhibit 13.2 Certification by the Chief Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the annual report of SOS Limited (the ?Company?) on Form 20-F for the year ended December 31, 2021 as filed with the Securities and Exchange Commission on the date hereof (the ?Report?), I, Li Sing Leung, Chief Financial Officer of the Company, certify, pursuant to |
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| May 2, 2022 |
As filed with the Securities and Exchange Commission on April 29, 2022 As filed with the Securities and Exchange Commission on April 29, 2022 Registration No. |
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| May 2, 2022 |
CFO Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 Exhibit 12.2 Certification by the Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Li Sing Leung, certify that: 1. I have reviewed this annual report on Form 20-F of SOS Limited (the ?Company?); 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in |
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| May 2, 2022 |
EX-15.1 8 f20f2021ex15-1soslimited.htm CONSENT OF AUDIT ALLIANCE LLP Exhibit 15.1 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in the Registration Statement of SOS Limited on Forms S-8 (file Nos. 333-250141; 333-262636), Forms F-3 (File Nos. 333-250145; 333-252279), Form F-3MEF (File No. 333-253237) and Form F-3ASR (File No. 333-253402) of o |
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| May 2, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F ? REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT O |
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| April 4, 2022 |
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 April 2022 Commission File Number: 001-38051 SOS Limited (Translation of registrant?s name into English) Building 6, East Seaview Park, 298 Haijing Road, Yinzhu Street West Coast New District, |
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| April 4, 2022 |
Exhibit 99.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this ?Agreement?) is dated as of March , 2022, between SOS Limited., a Cayman Islands company (the ?Company?), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a ?Purchaser? and collectively the ?Purchasers?). WHEREAS, subject to the terms and conditions set forth |
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| April 4, 2022 |
[The remainder of this page has been intentionally left blank.] Exhibit 99.3 March 31, 2022 Mr. Yandai Wang SOS Limited Building 6, East Seaview Park, 298 Haijing Road, Yinzhu Street West Coast New District, Qingdao City, Shandong Province 266400 People?s Republic of China Dear Mr. Wang: This letter (the ?Agreement?) constitutes the agreement between Maxim Group LLC (?Maxim? or the ?Placement Agent?) and SOS Limited, a Cayman Islands company (the ?Company?), p |
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| April 4, 2022 |
SOS LIMITED 35,750,000 American Depositary Shares Representing 357,500,000 Class A Ordinary Shares 424B5 1 ea157918-424b5soslimited.htm PROSPECTUS SUPPLEMENT Filed pursuant to Rule 424(b)(5) Registration No. 333-253402 Prospectus Supplement (To Prospectus dated February 23, 2021) SOS LIMITED 35,750,000 American Depositary Shares Representing 357,500,000 Class A Ordinary Shares We are offering 35,750,000 of our American depositary shares, or ADSs, each representing ten Class A ordinary shares, p |
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| April 4, 2022 |
Exhibit 99.2 LOCK-UP AGREEMENT April , 2022 Maxim Group LLC 300 Park Avenue, 16th Floor New York, NY 10022 Re: Placement of SOS Limited. Ladies and Gentlemen: The undersigned, a holder of securities of SOS Limited, a Cayman Islands company. (the ?Company?), understands that you are the placement agent (the ?Placement Agent?) named in the placement agency agreement (the ?Placement Agency Agreement? |
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| April 4, 2022 |
Exhibit 99.4 SOS Ltd. Announces Pricing of Approximately $20 Million Registered Direct Offering QINGDAO, China, March 31, 2022 /PRNewswire/ - SOS Limited (NYSE: SOS) (the ?Company? or ?SOS?), an emerging blockchain-based and big data-driven marketing solution provider, announced today that it has entered into a securities purchase agreement with certain accredited investors to purchase approximate |
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| March 11, 2022 |
CORRESP 1 filename1.htm SOS Limited Building 6, East Seaview Park 298 Haijing Road, Yinzhu Street West Coast New District, Qingdao City, Shandong Province People’s Republic of China March 11, 2022 VIA EDGAR Michelle Miller U.S. Securities and Exchange Commission Division of Corporation Finance Office of Finance 100 F Street, N.E. Mail Stop 4631 Washington, DC 20549 Re: SOS Limited Form 20-F for th |
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| February 25, 2022 |
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 2022 Commission File Number: 001-38051 SOS Limited (Translation of registrant?s name into English) Building 6, East Seaview Park, 298 Haijing Road, Yinzhu Street West Coast New Distric |
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| February 15, 2022 |
SOS Limited Building 6, East Seaview Park 298 Haijing Road, Yinzhu Street West Coast New District, Qingdao City, Shandong Province People’s Republic of China February 14, 2022 VIA EDGAR Michelle Miller U. |
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| February 11, 2022 |
As filed with the Securities and Exchange Commission on February 10, 2022 As filed with the Securities and Exchange Commission on February 10, 2022 Registration No. |
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| February 11, 2022 |
Exhibit 4.3 Exhibit A SOS LIMITED 2021 EQUITY INCENTIVE PLAN 1. Purposes of the Plan. The purposes of this Plan are: ? to attract and retain the best available personnel for positions of substantial responsibility, ? to provide additional incentive to Employees, Directors and Consultants, and ? to promote the success of the Company?s business. The Plan permits the grant of Incentive Share Options, |
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| February 11, 2022 |
Exhibit 107 Calculation of Filing Fee Tables S-8 (Form Type) SOS Limited (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial effective date Filing Fee Previously Paid In Connection with Unsold Securities to be Carried Forward Newly Registered Securities Fees to Be Paid Equity Class A Ordinary Shares(1) 457(c) and 457(h) 280,000,000(2) $0. |
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| February 11, 2022 |
SOS / SOS Limited / INTRACOASTAL CAPITAL, LLC - AMENDMENT NO. 1 TO SCHEDULE 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* SOS Limited (Name of Issuer) Class A ordinary shares, par value $0.0001 per share (Title of Class of Securities) 83587W106** (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate t |
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| February 7, 2022 |
SOS / SOS Limited / Hudson Bay Capital Management LP - SOS 13G Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.)* SOS Limited (Name of Issuer) Class A Ordinary shares, par value $0.0001 per share (Title of Class of Securities) 83587W106** (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant |
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| January 12, 2022 |
Exhibit 99.1 PURCHASE AND SALE AGREEMENT THIS PURCHASE AND SALE AGREEMENT (this ?Agreement??) is made on the 10th day of January, 2022, by and between Thor Miner Inc (the? Seller?), with its principal office of business at 98 Cutter Mill Rd Suit 322, Great Neck, NY11021?and SOS Information Technology New York Inc ( ?Buyer?), with its principal place of business at 866 2nd Ave, Floor 10?New York, N |
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| January 12, 2022 |
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 January 2022 Commission File Number: 001-38051 SOS Limited (Translation of registrant?s name into English) Building 6, East Seaview Park, 298 Haijing Road, Yinzhu Street West Coast New District |
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| January 7, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F/A Amendment No. 2 ? REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURIT |
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| January 7, 2022 |
CFO Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 Exhibit 12.2 Certification by the Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Li Sing Leung, certify that: 1. I have reviewed this annual report amendment on Form 20-F/A of SOS Limited (the ?Company?); 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the stateme |
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| January 7, 2022 |
CFO Certification Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 Exhibit 13.2 Certification by the Chief Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the annual report amendment of SOS Limited (the ?Company?) on Form 20-F/A for the year ended December 31, 2020 as filed with the Securities and Exchange Commission on the date hereof (the ?Report?), I, Li Sing Leung, Chief Financial Officer of the Company, certify, |
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| January 7, 2022 |
CEO Certification Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 Exhibit 13.1 Certification by the Chief Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the annual report amendment of SOS Limited (the ?Company?) on Form 20-F/A for the year ended December 31, 2020 as filed with the Securities and Exchange Commission on the date hereof (the ?Report?), I, Yandai Wang, Chief Executive Officer, Chairman and Executive Di |
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| January 7, 2022 |
CORRESP 1 filename1.htm SOS Limited Building 6, East Seaview Park 298 Haijing Road, Yinzhu Street West Coast New District, Qingdao City, Shandong Province People’s Republic of China January 7, 2022 VIA EDGAR Michelle Miller U.S. Securities and Exchange Commission Division of Corporation Finance Office of Finance 100 F Street, N.E. Mail Stop 4631 Washington, DC 20549 Re: SOS Limited Form 20-F for t |
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| January 7, 2022 |
CEO Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 Exhibit 12.1 Certification by the Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Yandai Wang, certify that: 1. I have reviewed this annual report amendment on Form 20-F/A of SOS Limited (the ?Company?); 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statement |
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| January 7, 2022 |
Exhibit 15.1 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in the Registration Statement of SOS Limited on Form S-8 (file No. 333-250141), Form F-3 (File Nos. 333-250145; 333-252279), Form F-3MEF (File No. 333-253237) and Form F-3ASR (File No. 333-253402) of our report dated May 3, 2021 with respect to our audits of the consolidated financial |
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| January 3, 2022 |
January 3, 2022 VIA EDGAR SUBMISSION Ms. Michelle Miller Division of Corporation Finance Office of Finance United States Securities and Exchange Commission Washington D.C. 20549 Re: SOS Limited Form 20-F for the fiscal period ending December 31, 2020 Filed May 5, 2021 Form 20-F/A for the fiscal period ending December 31, 2020 Filed October 12, 2021 File No. 001-38051 Dear Ms. Miller: We are in rec |
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| November 23, 2021 |
Exhibit (d) November 23, 2021 Citibank, N.A. ? ADR Department 388 Greenwich Street New York, New York 10013 Ladies and Gentlemen: We refer to the Registration Statement on Form F-6 (the ?Registration Statement?) to be filed with the Securities and Exchange Commission (the ?SEC?) by the legal entity created by the Deposit Agreement (as hereinafter defined) for the purpose of registering under the U |
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| November 23, 2021 |
Exhibit (a)(i) EXHIBIT A [FORM OF ADR] Number CUSIP NUMBER: American Depositary Shares (each American Depositary Share representing the right to receive ten (10) fully paid Class A ordinary shares) AMERICAN DEPOSITARY RECEIPT for AMERICAN DEPOSITARY SHARES representing DEPOSITED CLASS A ORDINARY SHARES of SOS Limited (Incorporated under the laws of the Cayman Islands) CITIBANK, N. |
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| November 23, 2021 |
As filed with the Securities and Exchange Commission on November 23, 2021 Registration No. |
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| November 23, 2021 |
Exhibit (b)(i) SOS Limited Room 8888, Jiudingfeng Building, 888 Changbaishan Road, Qingdao Area, China (Shandong) Pilot Free Trade Zone People’s Republic of China +86 0311-80910921 As of April 1, 2021 Citibank, N. |
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| November 23, 2021 |
Exhibit (b)(iv) SOS Limited Room 8888, Jiudingfeng Building, 888 Changbaishan Road, Qingdao Area, China (Shandong) Pilot Free Trade Zone People?s Republic of China +86 0311-80910921 As of February 22, 2021 Citibank, N. |
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| November 23, 2021 |
Exhibit (b)(iii) SOS Limited Room 8888, Jiudingfeng Building, 888 Changbaishan Road, Qingdao Area, China (Shandong) Pilot Free Trade Zone People’s Republic of China +86 0311-80910921 As of February 24, 2021 Citibank, N. |
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| November 23, 2021 |
Exhibit (b)(vi) SOS Limited Room 8888, Jiudingfeng Building, 888 Changbaishan Road, Qingdao Area, China (Shandong) Pilot Free Trade Zone People?s Republic of China +86 0311-80910921 As of February 10, 2021 Citibank, N. |
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| November 23, 2021 |
Exhibit (b)(v) SOS Limited Room 8888, Jiudingfeng Building, 888 Changbaishan Road, Qingdao Area, China (Shandong) Pilot Free Trade Zone People’s Republic of China +86 0311-80910921 As of February 17, 2021 Citibank, N. |
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| November 23, 2021 |
Exhibit (e) Rule 466 Certification The depositary, Citibank, N.A., represents and certifies the following: (i) That it had previously filed a registration statement on Form F-6 (Registration No. 333-217079) with respect to SOS Limited, which the U.S. Securities and Exchange Commission declared effective, with terms of deposit identical to the terms of deposit of this Form F-6 Registration Statemen |
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| November 23, 2021 |
Exhibit (b)(ii) SOS Limited Room 8888, Jiudingfeng Building, 888 Changbaishan Road, Qingdao Area, China (Shandong) Pilot Free Trade Zone People?s Republic of China +86 0311-80910921 As of March 3, 2021 Citibank, N. |
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| November 16, 2021 |
SOS Ltd. Announces Pricing of Approximately $90.1 Million Registered Direct Offering Exhibit 99.4 SOS Ltd. Announces Pricing of Approximately $90.1 Million Registered Direct Offering QINGDAO, China, Nov. 10, 2021 /PRNewswire/ - SOS Limited (NYSE: SOS) (the ?Company? or ?SOS?), an emerging blockchain-based and big data-driven marketing solution provider, announced today that it has entered into a securities purchase agreement with certain accredited investors to purchase approximat |
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| November 16, 2021 |
Exhibit 99.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this ?Agreement?) is dated as of November [ ], 2021, between SOS Limited., a Cayman Islands company (the ?Company?), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a ?Purchaser? and collectively the ?Purchasers?). WHEREAS, subject to the terms and conditions set |
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| November 16, 2021 |
[The remainder of this page has been intentionally left blank.] Exhibit 99.3 November 9, 2021 Mr. Yandai Wang SOS Limited Room 8888, Jiudingfeng Building, 888 Changbaishan Road Qingdao Area, China (Shandong) Pilot Free Trade Zone People?s Republic of China Dear Mr. Wang: This letter (the ?Agreement?) constitutes the agreement between Maxim Group LLC (?Maxim? or the ?Placement Agent?) and SOS Limited, a Cayman Islands company (the ?Company?), pursuant to which |
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| November 16, 2021 |
Exhibit 99.2 LOCK-UP AGREEMENT November 15, 2021 Maxim Group LLC 300 Park Avenue, 16th Floor New York, NY 10022 Re: Placement of SOS Limited. Ladies and Gentlemen: The undersigned, a holder of securities of SOS Limited, a Cayman Islands company. (the ?Company?), understands that you are the placement agent (the ?Placement Agent?) named in the placement agency agreement (the ?Placement Agency Agree |
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| November 16, 2021 |
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 November 2021 Commission File Number: 001-38051 SOS Limited (Translation of registrant?s name into English) Building 6, East Seaview Park, 298 Haijing Road, Yinzhu Street West Coast New Distric |
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| November 15, 2021 |
SOS LIMITED 51,500,000 American Depositary Shares Representing 515,000,000 Class A Ordinary Shares Filed pursuant to Rule 424(b)(5) Registration No. 333-253402 Prospectus Supplement (To Prospectus dated February 23, 2021) SOS LIMITED 51,500,000 American Depositary Shares Representing 515,000,000 Class A Ordinary Shares We are offering 51,500,000 of our American depositary shares, or ADSs, each representing ten Class A ordinary shares, par value $0.0001 per share, directly to certain institution |
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| October 12, 2021 |
CFO Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 Exhibit 12.2 Certification by the Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Li Sing Leung, certify that: 1. I have reviewed this annual report amendment on Form 20-F/A of SOS Limited (the ?Company?); 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the stateme |
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| October 12, 2021 |
CFO Certification Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 Exhibit 13.2 Certification by the Chief Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the annual report amendment of SOS Limited (the ?Company?) on Form 20-F/A for the year ended December 31, 2020 as filed with the Securities and Exchange Commission on the date hereof (the ?Report?), I, Li Sing Leung, Chief Financial Officer of the Company, certify, |
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| October 12, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F/A Amendment No. 1 ? REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURIT |
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| October 12, 2021 |
Exhibit 1.1 THE COMPANIES LAW (2020 REVISION) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES FIFTH AMENDED AND RESTATED MEMORANDUM AND ARTICLES OF ASSOCIATION OF SOS LIMITED (adopted by a special resolution passed on July 17, 2020) THE COMPANIES LAW (2020 REVISION) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES FIFTH AMENDED AND RESTATED MEMORANDUM OF ASSOCIATION OF SOS LIMITED (adopted by a spe |
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| October 12, 2021 |
CEO Certification Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 Exhibit 13.1 Certification by the Chief Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the annual report amendment of SOS Limited (the ?Company?) on Form 20-F/A for the year ended December 31, 2020 as filed with the Securities and Exchange Commission on the date hereof (the ?Report?), I, Yandai Wang, Chief Executive Officer, Chairman and Executive Di |
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| October 12, 2021 |
EX-15.1 8 f20f2020a1ex15-1soslimited.htm CONSENT OF AUDIT ALLIANCE LLP Exhibit 15.1 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in the Registration Statement of SOS Limited on Form S-8 (file No. 333-250141), Form F-3 (File Nos. 333-250145; 333-252279), Form F-3MEF (File No. 333-253237) and Form F-3ASR (File No. 333-253402) of our report dat |
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| October 12, 2021 |
CEO Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 Exhibit 12.1 Certification by the Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Yandai Wang, certify that: 1. I have reviewed this annual report amendment on Form 20-F/A of SOS Limited (the ?Company?); 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statement |
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| September 10, 2021 |
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 September 2021 Commission File Number: 001-38051 SOS LIMITED (Translation of registrant’s name into English) Building 6, East Seaview Park, 298 Haijing Road, Yinzhu Street West Coast New Distri |
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| September 10, 2021 |
Exhibit 99.1 SOS Limited Unaudited interim condensed consolidated Statements of comprehensive of loss (US$ thousands, except share data and per share data, or otherwise noted) Six months ended 30-Jun-20 30-Jun-21 US$ US$ Revenue 9,917 184,489 Business taxes and surcharges (8 ) (11 ) Net revenue 9,909 184,479 Operating costs (9,830 ) (167,238 ) Gross profit 79 17,240 Operating expenses Selling expe |
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| September 10, 2021 |
Exhibit 99.2 OPERATING AND FINANCIAL REVIEW AND PROSPECTS MANAGEMENT?S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATION Overview and Outlook We are an emerging high-technology company providing a wide range of services to our corporate and individual members, including marketing data, technology and solutions for insurance companies and emergency rescue services in China. Ou |
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| July 26, 2021 |
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 July 2021 Commission File Number: 001-38051 SOS Limited (Translation of registrant’s name into English) Building 6, East Seaview Park, 298 Haijing Road, Yinzhu Street West Coast New District, Q |
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| June 21, 2021 |
Exhibit 99.2 SOS LIMITED (incorporated in the Cayman Islands with limited liability) FORM OF PROXY FOR THE ANNUAL GENERAL MEETING to be held on July 26, 2021 (or any adjourned or postponed meeting thereof) I/we, the undersigned acknowledges receipt of the Notice of Annual General Meeting of Shareholders and Proxy Statement and, being the registered holder of Class A Ordinary Shares1, par value US$ |
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| June 21, 2021 |
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 June 2021 Commission File Number: 001-38051 SOS Limited (Translation of registrant?s name into English) Building 6, East Seaview Park, 298 Haijing Road, Yinzhu Street West Coast New District, Q |
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| June 21, 2021 |
Exhibit 99.4 Annual General Meeting of Shareholders The Voting Instructions must be signed, completed and received at the indicated address prior to 10:00 a.m. (New York City time) on July 14, 2021 for action to be taken. 2021 VOTING INSTRUCTIONS AMERICAN DEPOSITARY SHARES SOS Limited (formerly known as ?China Rapid Finance Limited?) (the ?Company?) ADS CUSIP No.: 83587W106. ADS Record Date: June |
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| June 21, 2021 |
SOS LIMITED NOTICE OF ANNUAL GENERAL MEETING OF SHAREHOLDERS TO BE HELD ON JULY 26, 2021 Exhibit 99.1 SOS LIMITED NOTICE OF ANNUAL GENERAL MEETING OF SHAREHOLDERS TO BE HELD ON JULY 26, 2021 Notice is hereby given that SOS Limited, a Cayman Islands company (the ?Company?), will hold its annual general meeting of shareholders at 10:00 a.m., Eastern Time, on July 26, 2021 (the ?Annual General Meeting?) at the Company?s headquarters located at Building 6, East Seaview Park, 298 Haijing R |
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| June 21, 2021 |
Exhibit 99.3 Time Sensitive Materials Depositary?s Notice of Annual General Meeting of Shareholders of SOS Limited (formerly known as ?China Rapid Finance Limited?) ADSs: American Depositary Shares evidenced by American Depositary Receipts (?ADRs?). ADS CUSIP No.: 83587W106. ADS Record Date: June 14, 2021 (New York City time). Meeting Specifics: Annual General Meeting to be held on July 26, 2021 a |
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| May 5, 2021 |
CEO Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 Exhibit 12.1 Certification by the Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Yandai Wang, certify that: 1. I have reviewed this annual report on Form 20-F of SOS Limited (the ?Company?); 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in l |
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| May 5, 2021 |
Exhibit 15.1 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in the Registration Statement of SOS Limited on Form S-8 (file No. 333-250141), Form F-3 (File Nos. 333-250145; 333-252279), Form F-3MEF (File No. 333-253237) and Form F-3ASR (File No. 333-253402) of our report dated May 3, 2021 with respect to our audits of the consolidated financial |
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| May 5, 2021 |
Exhibit 1.1 THE COMPANIES LAW (2020 REVISION) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES FIFTH AMENDED AND RESTATED MEMORANDUM AND ARTICLES OF ASSOCIATION OF SOS LIMITED (adopted by a special resolution passed on July 17, 2020) THE COMPANIES LAW (2020 REVISION) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES FIFTH AMENDED AND RESTATED MEMORANDUM OF ASSOCIATION OF SOS LIMITED (adopted by a spe |
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| May 5, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F ? REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT O |
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| May 5, 2021 |
CFO Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 Exhibit 12.2 Certification by the Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Li Sing Leung, certify that: 1. I have reviewed this annual report on Form 20-F of SOS Limited (the ?Company?); 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in |
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| May 5, 2021 |
CEO Certification Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 Exhibit 13.1 Certification by the Chief Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the annual report of SOS Limited (the ?Company?) on Form 20-F for the year ended December 31, 2020 as filed with the Securities and Exchange Commission on the date hereof (the ?Report?), I, Yandai Wang, Chief Executive Officer, Chairman and Executive Director of th |
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| May 5, 2021 |
CFO Certification Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 Exhibit 13.2 Certification by the Chief Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the annual report of SOS Limited (the ?Company?) on Form 20-F for the year ended December 31, 2020 as filed with the Securities and Exchange Commission on the date hereof (the ?Report?), I, Li Sing Leung, Chief Financial Officer of the Company, certify, pursuant to |
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| April 30, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): ? Form 10-K ? Form 20-F ? Form 11-K ? Form 10-Q ? Form 10-D ? Form N-SAR ? Form N-CSR For Period Ended: December 31, 2020 ? Transition Report on Form 10-K ? Transition Report on Form 20-F ? Transition Report on Form 11-K ? Transition Report on Form 10-Q ? Transition Report o |
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| April 1, 2021 |
Exhibit 99.3 LOCK-UP AGREEMENT April [ ], 2021 Maxim Group LLC 405 Lexington Avenue New York, NY 10174 Re: Placement of SOS Limited. Ladies and Gentlemen: The undersigned, a holder of securities of SOS Limited, a Cayman Islands company. (the “Company”), understands that you are the placement agent (the “Placement Agent”) named in the placement agency agreement (the “Placement Agency Agreement”) en |
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| April 1, 2021 |
424B5 1 ea138777-424b5soslimited.htm PROSPECTUS SUPPLEMENT Filed pursuant to Rule 424(b)(5) Registration No. 333-253402 Prospectus Supplement (To Prospectus dated February 23, 2021) SOS LIMITED 25,000,000 American Depositary Shares Representing 250,000,000 Class A Ordinary Shares and Warrants to Purchase up to 25,000,000 American Depositary Shares Representing Warrants to Purchase up to 250,000,00 |
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| April 1, 2021 |
Exhibit 99.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of March [ ], 2021, between SOS Limited., a Cayman Islands company (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”). WHEREAS, subject to the terms and conditions set for |
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| April 1, 2021 |
Current Report of Foreign Issuer - 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 April 2021 Commission File Number: 001-38051 SOS Limited (Translation of registrant?s name into English) Building 6, East Seaview Park, 298 Haijing Road, Yinzhu Street West Coast New District, |
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| April 1, 2021 |
SOS Ltd. Announces Pricing of $125.0 Million Registered Direct Offering Exhibit 99.5 SOS Ltd. Announces Pricing of $125.0 Million Registered Direct Offering QINGDAO, China, March 30, 2021 /PRNewswire/ - SOS Limited (NYSE: SOS) (the “Company” or “SOS”), an emerging blockchain-based and big data-driven marketing solution provider, announced today that it has entered into a securities purchase agreement with certain accredited investors to purchase $125,000,000 worth of |
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| April 1, 2021 |
WARRANT TO PURCHASE AMERICAN DEPOSITARY SHARES SOS LIMITED. Exhibit 99.2 WARRANT TO PURCHASE AMERICAN DEPOSITARY SHARES SOS LIMITED. Warrant Shares: [] Issue Date: April [ ], 2021 THIS WARRANT TO PURCHASE AMERICAN DEPOSITARY SHARES (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after April [], |
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| March 3, 2021 |
Exhibit 99.3 February 24, 2021 VIA ELECTRONIC DELIVERY Mr. Yandai Wang CEO SOS Limited Room 8888, Jiudingfeng Building, 888 Changbaishan Road, Qingdao Area, China (Shandong) Pilot Free Trade Zone Dear Mr. Wang: We are pleased that SOS Limited (collectively, with its subsidiaries the ?Company?) has decided to retain Maxim Group LLC (the ?Financial Advisor?) to provide general financial advisory and |
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| March 3, 2021 |
Exhibit 99.1 SOS Limited Room 8888, Jiudingfeng Building, 888 Changbaishan Road, Qingdao Area, China (Shandong) Pilot Free Trade Zone People’s Republic of China +86 0311-80910921 February [ ], 2021 Holder of American Depositary Shares Purchase Warrant Re: Inducement Offer to Exercise American Depositary Shares Purchase Warrants Dear Holder: SOS Limited (the “Company”) is pleased to offer to you th |
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| March 3, 2021 |
WARRANT TO PURCHASE AMERICAN DEPOSITARY SHARES SOS LIMITED Exhibit 99.2 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIST |
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| March 3, 2021 |
CALCULATION OF REGISTRATION FEE Filed Pursuant to Rule 424(b)(7) Registration No. 333-253402 CALCULATION OF REGISTRATION FEE Title of Each Class of Securities to be Registered Amount to be Registered Proposed Maximum Aggregate Offering Price Amount of Registration Fee(1) Class A ordinary shares, par value US$0.0001 per share, represented by American Depositary Shares issuable upon exercise of ADS purchase warrants (2)(3) 238,800 |
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| March 3, 2021 |
SOS Limited Announces Exercise of Warrants for Approximately $96.7 Million in Gross Proceeds Exhibit 99.4 SOS Limited Announces Exercise of Warrants for Approximately $96.7 Million in Gross Proceeds QINGDAO, China, February 25, 2021 ? SOS Limited (NYSE: SOS) (the "Company" or "SOS") today announced the agreement by several accredited investors to exercise certain warrants to purchase up to an aggregate of 23,880,000 of its American Depositary Shares (?ADSs?) issued by the company on Febru |
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| March 3, 2021 |
Current Report of Foreign Issuer - 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 March 2021 Commission File Number: 001-38051 SOS Limited (Translation of registrant?s name into English) Building 6, East Seaview Park, 298 Haijing Road, Yinzhu Street West Coast New District, |
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| February 23, 2021 |
Exhibit 4.6 SOS LIMITED Issuer AND [TRUSTEE] Trustee INDENTURE Dated as of [?], 20[?] Subordinated Debt Securities TABLE OF CONTENTS ARTICLE 1 DEFINITIONS 1 Section 1.01 Definitions of Terms. 1 ARTICLE 2 ISSUE, DESCRIPTION, TERMS, EXECUTION, REGISTRATION AND EXCHANGE OF SECURITIES 4 Section 2.01 Designation and Terms of Securities. 4 Section 2.02 Form of Securities and Trustee?s Certificate. 6 Sec |
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| February 23, 2021 |
- AUTOMATIC SHELF REGISTRATION STATEMENT As filed with the Securities and Exchange Commission on February 23, 2021 Registration No. |
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| February 23, 2021 |
Exhibit 4.5 SOS LIMITED (the ?Issuer?) AND [TRUSTEE] (the ?Trustee?) INDENTURE Dated as of [?], 20[?] Senior Debt Securities TABLE OF CONTENTS Page ARTICLE 1 DEFINITIONS 1 Section 1.01 Definitions of Terms 1 ARTICLE 2 ISSUE, DESCRIPTION, TERMS, EXECUTION, REGISTRATION AND EXCHANGE OF SECURITIES 5 Section 2.01 Designation and Terms of Securities 5 Section 2.02 Form of Securities and Trustee?s Certi |
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| February 22, 2021 |
WARRANT TO PURCHASE AMERICAN DEPOSITARY SHARES SOS LIMITED. Exhibit 99.2 WARRANT TO PURCHASE AMERICAN DEPOSITARY SHARES SOS LIMITED. Warrant Shares: [] Issue Date: February [], 2021 THIS WARRANT TO PURCHASE AMERICAN DEPOSITARY SHARES (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after Februar |
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| February 22, 2021 |
Current Report of Foreign Issuer - 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 2021 Commission File Number: 001-38051 SOS Limited (Translation of registrant?s name into English) Room 8888, Jiudingfeng Building, 888 Changbaishan Road, Qingdao Area, China (Shandong |
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| February 22, 2021 |
Exhibit 99.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of February [ ], 2021, between SOS Limited., a Cayman Islands company (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”). WHEREAS, subject to the terms and conditions set |
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| February 22, 2021 |
SOS Ltd. Announces Pricing of $86.0 Million Registered Direct Offering Priced At-The-Market Exhibit 99.4 SOS Ltd. Announces Pricing of $86.0 Million Registered Direct Offering Priced At-The-Market QINGDAO, China, Feb. 18, 2021 /PRNewswire/ - SOS Limited (NYSE: SOS) (the "Company" or "SOS"), an emerging blockchain-based and big data-driven marketing solution provider announced today that it has entered into a securities purchase agreement with certain accredited investors to purchase $86, |
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| February 19, 2021 |
424B5 1 ea136090-424b5soslimited.htm PROSPECTUS SUPPLEMENT Filed pursuant to Rule 424(b)(5) Registration No. 333-252279 & Registration No. 333-253237 Prospectus Supplement (To Prospectus dated February 8, 2021) SOS LIMITED 8,600,000 American Depositary Shares Representing 86,000,000 Class A Ordinary Shares and Warrants to Purchase up to 4,300,000 American Depositary Shares Representing Warrants to |
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| February 18, 2021 |
As filed with the Securities and Exchange Commission on February 18, 2021 Registration No. |
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| February 17, 2021 |
SOS Ltd. Announces Pricing of $110.0 Million Registered Direct Offering Priced At-The-Market Exhibit 99.4 SOS Ltd. Announces Pricing of $110.0 Million Registered Direct Offering Priced At-The-Market QINGDAO, China, Feb. 12, 2021 /PRNewswire/ - SOS Limited (NYSE: SOS) (the ?Company? or ?SOS?), a high-tech company providing a wide range of data mining and marketing analysis services to its corporate and individual members in China, announced today that it has entered into a securities purch |
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| February 17, 2021 |
Exhibit 99.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of February [ ], 2021, between SOS Limited., a Cayman Islands company (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”). WHEREAS, subject to the terms and conditions set |
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| February 17, 2021 |
424B5 1 ea135833-424b5soslimited.htm PROSPECTUS SUPPLEMENT Filed pursuant to Rule 424(b)(5) Registration No. 333-252279 Prospectus Supplement (To Prospectus dated February 8, 2021) SOS LIMITED 22,000,000 American Depositary Shares Representing 220,000,000 Class A Ordinary Shares and Warrants to Purchase up to 16,500,000 American Depositary Shares Representing Warrants to Purchase up to 165,000,000 |
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| February 17, 2021 |
Current Report of Foreign Issuer - 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 2021 Commission File Number: 001-38051 SOS Limited (Translation of registrant?s name into English) Room 8888, Jiudingfeng Building, 888 Changbaishan Road, Qingdao Area, China (Shandong |
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| February 17, 2021 |
WARRANT TO PURCHASE AMERICAN DEPOSITARY SHARES SOS LIMITED. Exhibit 99.2 WARRANT TO PURCHASE AMERICAN DEPOSITARY SHARES SOS LIMITED. Warrant Shares: [] Issue Date: February [], 2021 THIS WARRANT TO PURCHASE AMERICAN DEPOSITARY SHARES (the ?Warrant?) certifies that, for value received, or its assigns (the ?Holder?) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after Februar |
