Current Report Filing (8-k)
11 December 2021 - 9:02AM
Edgar (US Regulatory)
false000168006200016800622021-11-122021-11-12
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): November 12, 2021
ACM Research, Inc.
(Exact Name of Registrant as Specified in its Charter)
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Delaware
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001-38273
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94-3290283
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(State or Other Jurisdiction of Incorporation)
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(Commission File Number)
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(IRS Employer Identification No.)
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42307 Osgood Road, Suite I
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Fremont,
California
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94539
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(Address of Principal Executive Offices)
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(Zip Code)
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Registrant’s telephone number, including area code: (510) 445-3700
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of
the following provisions:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:
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Title of each class
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Trading symbol
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Name of each exchange on which registered
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Class A Common Stock, par value $0.0001 per share
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ACMR
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The Nasdaq Stock Market LLC
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Indicate by check mark whether the registrant is an emerging growth company as defined
in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934: Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected
not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
STAR Listing and STAR IPO
As previously announced, on November 18, 2021 we completed:
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a listing of shares of our subsidiary ACM Research (Shanghai), Inc., or ACM Shanghai, on the Shanghai Stock Exchange’s Sci-Tech innovAtion boaRd, known as
the STAR Market; and
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a concurrent initial public offering of ACM Shanghai shares in the Peoples Republic of China.
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In connection with the above listing and offering, ACM Shanghai submitted an information document, or the ID, to the Shanghai Stock
Exchange, or the SSE. The SSE posted the ID to the SSE’s website on November 12, 2021. A copy of the ID is included as Exhibit 99.01 to this report.
The ACM Shanghai shares referred to in the ID and this Item 8.01 have not been and will not be registered under the Securities Act of 1933 or any state securities laws and may not be offered or sold in the United States absent
registration under the Securities Act of 1933 or an applicable exemption from the registration requirements of the Securities Act of 1933 and applicable state securities laws. This report is neither an offer to sell nor a solicitation of an offer
to buy, nor shall there be any offer, solicitation or sale of these shares in any jurisdiction in which such offer, solicitation or sale would be unlawful.
STAR Market Record
In accordance with the SSE’s rules governing the STAR Market, ACM Shanghai filed with the SSE a Record of Investor Relation Activity
(No. 2021‑01), or the Record. The SSE posted the Record to the SSE’s website on December 1, 2021. A copy of the Record is included as Exhibit 99.02 to this report.
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Item 9.01
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Financial Statements and Exhibits.
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Exhibit
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Description
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Information Document of ACM Research (Shanghai), Inc. published by the Shanghai Stock Exchange on November 12, 2021
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Record of Investor Relation Activity (No. 2021‑01) filed by ACM Research (Shanghai), Inc. with the Shanghai Stock Exchange on December 1,
2021
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104
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Cover Page Interactive Data File (embedded within the XBRL document)
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* Unofficial English translation of original document prepared in Mandarin Chinese.
† Certain information redacted and replaced with “[***]”.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto
duly authorized.
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ACM RESEARCH, INC.
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By:
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Mark McKechnie
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Chief Financial Officer and Treasurer
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Dated: December 10, 2021
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