Upon completion of the required stockholder approval process, it is expected that QLGN will rebrand as CXC10, fully focusing on its three growth engines in crypto and ecosystem buildup for Web3.
The PIPE financing is being led by Faraday Future and its Founder and Global Co-CEO YT Jia, together with other investors including SIGN Foundation, a blockchain technology company backed by Binance Labs, Sequoia Capital (US, India, China), IDG, and Circle, building software infrastructure for governments and the next generation of capital markets. The total financing is approximately $41 million. Jerry Wang, the President of FF, also participated in this financing.
Under the terms of the Agreement, Faraday Future has agreed, subject to closing conditions, to invest approximately $30 million in QLGN at an effective price of $2.246 per share, representing beneficial ownership of approximately 55% of QLGN’s outstanding common stock. In addition, YT Jia intends to personally invest approximately $4 million, representing ownership of about 7% of QLGN’s common stock. As a cornerstone investor, YT Jia has also agreed to a two-year voluntary lock-up on his personal investment. QLGN already obtained majority shareholder support of this transaction via voting support agreement.
At the closing of this transaction, YT Jia will serve as a Chief Advisor of QLGN, Jerry Wang will be appointed as Co-CEO of QLGN, and FF CFO Koti Meka will be appointed as CFO. FF will also have the right to nominate two of the five independent directors. If the proposal is approved at the stockholders’ meeting, FF’s nomination rights could increase to four of the seven seats. FF will also have participation rights as to QLGN’s future financing.
Following completion of the PIPE, Faraday Future and its Founder and Global Co-CEO YT Jia are expected to beneficially own over 62% of QLGN’s outstanding common stock, based on shares outstanding as of the pricing date, giving pro forma effect to the transaction.
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