1,785,715 Shares ACM Research, Inc. UNDERWRITING AGREEMENTUnderwriting Agreement • August 16th, 2019 • ACM Research, Inc. • Special industry machinery, nec • New York
Introductory. ACM Research, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of 1,785,715 shares (the “Shares”) of its Class A common stock, par value $0.0001 per share (the “Class A Stock”). The 1,785,715 Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional 267,857 Shares as provided in Section 2. The additional 267,857 Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” Stifel, Nicolaus & Company, Incorporated (“Stifel”) has agreed to act as representative of the several Underwriters (in such capacity, the “Representative”) in connection with the offering and sale of the Offered Shares.
INDEMNIFICATION AGREEMENTIndemnification Agreement • September 13th, 2017 • ACM Research, Inc. • Special industry machinery, nec • Delaware
THIS INDEMNIFICATION AGREEMENT (“Agreement”) is made as of by and between ACM Research, Inc., a Delaware corporation (the “Company”), and (the “Indemnitee”).
ACM RESEARCH, INC. UNDERWRITING AGREEMENT 2,000,000 Shares of Common StockUnderwriting Agreement • November 3rd, 2017 • ACM Research, Inc. • Special industry machinery, nec • New York
ACM Research, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the underwriters named in Schedule I hereto (the “Underwriters,” or each, an “Underwriter”), for whom Roth Capital Partners, LLC is acting as representative (the “Representative”), an aggregate of 2,000,000 authorized but unissued shares (the “Firm Shares”) of Class A common stock, par value $0.0001 per share (the “Common Stock”), of the Company. The Company also proposes to sell to the Underwriters, upon the terms and conditions set forth in Section 7 hereof, up to an additional 300,000 shares of Common Stock (the “Option Shares”). The Firm Shares and the Option Shares are hereinafter collectively referred to as the “Shares”.
STOCK PURCHASE AGREEMENTStock Purchase Agreement • October 18th, 2017 • ACM Research, Inc. • Special industry machinery, nec • Delaware
THIS STOCK PURCHASE AGREEMENT (this “Agreement”) is made as of October 16, 2017, by and between ACM Research, Inc., a Delaware corporation (the “Company”) and Victorious Way Limited (the “Purchaser”). Certain capitalized terms used in this Agreement are defined in Section 1.
ContractEmployment Agreement • March 1st, 2022 • ACM Research, Inc. • Special industry machinery, nec
Amendment No. 1 to Share Transfer and Note Cancellation AgreementShare Transfer and Note Cancellation Agreement • November 9th, 2020 • ACM Research, Inc. • Special industry machinery, nec • Delaware
This Amendment No. 1 to Share Transfer and Note Cancellation Agreement (this “Amendment”) is made as of the date set forth on the signature page hereto by and between ACM Research, Inc. (“ACM”) and Shengxin (Shanghai) Management Consulting Limited Partnership (“SMC,” and together with ACM, the “Parties”), with respect to their Share Transfer and Note Cancellation Agreement dated as of April 30, 2020 (the “Agreement”). Capitalized terms defined in the Agreement but not in this Amendment are used herein with the respective meanings ascribed to them in the Agreement.
Adoption AgreementAdoption Agreement • November 9th, 2020 • ACM Research, Inc. • Special industry machinery, nec
This Adoption Agreement (this “Adoption Agreement”) is executed on July 29, 2020, by the undersigned (“Acquirer”) pursuant to the terms of the Second Amended and Restated Registration Rights Agreement dated as of March 17, 2017 (as further amended or restated from time to time, the “Agreement”), by and among ACM Research, Inc. and certain of its security holders. Capitalized terms used but not defined in this Adoption Agreement shall have the respective meanings ascribed to them in the Agreement.
THIS WARRANT AND THE SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE BEEN ACQUIRED FOR INVESTMENT AND HAVE NOT BEEN REGISTERED UNDER THE U.S. SECURITIES ACT OF1933. SUCH SECURITIES MAY NOT BE SOLD, PLEDGED, OR TRANSFERRED IN THE ABSENCE OF SUCH...Warrant Agreement • November 9th, 2020 • ACM Research, Inc. • Special industry machinery, nec • Delaware
For Value Received, ACM Research, Inc., a Delaware corporation (the “Company”), certifies that Shengxin (Shanghai) Management Consulting Limited Partnership or its registered assigns (the “Holder”) is entitled to purchase from the Company a total of 242,681 shares (the “Warrant Shares”) of the Company’s Class A Common Stock, $0.0001 par value per share (“Class A Shares”), at a purchase price per share of $7.50 (subject to adjustment as provided in this Warrant, the “Exercise Price”), all subject to the terms, conditions and adjustments set forth below in this Warrant.
Address Number Number of Units Number of Square Meters Unit Price Per Square Meter (RMB) Total Price for Purchase (RMB)Shanghai Public Rental Housing Overall Pre-Sale Contract • February 25th, 2021 • ACM Research, Inc. • Special industry machinery, nec
ACM RESEARCH, INC. Executive Retention AgreementExecutive Retention Agreement • September 13th, 2017 • ACM Research, Inc. • Special industry machinery, nec • Delaware
THIS AGREEMENT is entered into between ACM Research, Inc. and its subsidiary ACM Research (Shanghai), Inc. (each a “Company,” and together the “Companies”) and Min Xu (the “Executive”) as of November 14, 2016.
VOTING AGREEMENTVoting Agreement • October 18th, 2017 • ACM Research, Inc. • Special industry machinery, nec • Delaware
THIS VOTING AGREEMENT (this “Agreement”) is made and entered into as of March 23, 2017, by and among ACM Research, Inc. (the “Company”), Shanghai Technology Venture Capital Co., Ltd. (“STVC”), and each holder of the Company’s Class B common stock, $0.0001 par value per share (the “Class B Stock”), listed on SCHEDULE A (collectively with any subsequent investors, or transferees, who become parties hereto as “Stockholders” pursuant to Section 4.1 or 4.2, the “Stockholders”).
NOMINATION AND VOTING AGREEMENTNomination and Voting Agreement • October 18th, 2017 • ACM Research, Inc. • Special industry machinery, nec • Delaware
THIS NOMINATION AND VOTING AGREEMENT (this “Agreement”), dated as of October 11, 2017, is made by and among ACM Research, Inc., a Delaware corporation (the “Company”), Xinxin (Hongkong) Capital Co., Limited (the “Holder”), and the several individuals and entities named on SCHEDULE I (the “Voting Holders”). Certain capitalized terms used herein are defined in Section 1.
Credit Line Agreement Number: 2017Credit Line Agreement • October 30th, 2017 • ACM Research, Inc. • Special industry machinery, nec
For the purpose of a friendly and reciprocal cooperation relationship, Party A and Party B hereby enter into the following agreement after negotiations by adhering to the principles of voluntariness, equality, mutual benefit and integrity.
EMPLOYMENT AGREEMENT Party A: ACM Research (Shanghai), Inc. (Hereinafter: “the Company”) Party B: (Hereinafter: “the Employee”) Lisa Feng Mr/Ms: Lisa FengEmployment Agreement • May 9th, 2023 • ACM Research, Inc. • Special industry machinery, nec
This Employment Agreement (this “Agreement”) is entered into at Build 4, No.1690 Cai Lun Road, Zhangjiang High-Tech Park, Shanghai on 2022/9/25 in the People’s Republic of China (“PRC”) signed by the following two parties:
Facilities Agreement (Applicable to working capital loans not subject to a separate loan contract)Facilities Agreement • November 9th, 2020 • ACM Research, Inc. • Special industry machinery, nec • Hong Kong
At the request of Party B, Party A agrees to grant a loan facility to Party B for its use. Party A and Party B hereby reach a consensus on the following provisions and hereby enter into this Agreement upon sufficient negotiation in accordance with relevant laws.
ORDINARY SHARE PURCHASE AGREEMENTOrdinary Share Purchase Agreement • October 18th, 2017 • ACM Research, Inc. • Special industry machinery, nec • Delaware
THIS ORDINARY SHARE PURCHASE AGREEMENT (this “Agreement”) is made as of September 6, 2017 by and among ACM Research, Inc. (“ACM”), Ninebell Co., Ltd. (“Ninebell”) and Moon-Soo Choi (“Shareholder”). Certain definitions are used with the meanings ascribed to them in Section 1.
RMB Working Capital Loan Contract (Version 1.0, 2021)RMB Working Capital Loan Contract • July 31st, 2023 • ACM Research, Inc. • Special industry machinery, nec
Residence: Corporation Service Company, 2711 Centerville Road, Suite 400, in the City of Wilmington, County of New Castle, Delaware 19808
Supplementary Agreement to Partnership Agreement of Qingdao Fortune-Tech Xinxing Capital Partnership (L.P.)Partnership Agreement • July 7th, 2020 • ACM Research, Inc. • Special industry machinery, nec
Limited Partners: Shanghai Sinyang Semiconductor Materials Co., Ltd, Advanced Micro-Fabrication Equipment Inc. China, Zing Semiconductor Corporation, Montage-Tech Investment Co., Ltd., Tianjin Zhonghuan Semiconductor Co., Ltd., Will Semiconductor Co., Ltd., Shenzhen Goodix Technology Co., Ltd., Giantec Semiconductor Corporation, Anji Microelectronics Technology (Shanghai) Co., Ltd., Allwinner Technology Co., Ltd., ACM Research (Shanghai), Inc., Shanghai Laimu Electronic Limited by Share Ltd, PNC Process Systems Co., Ltd., and Konfoong Materials International Co., Ltd.
ContractGrant Contract • May 13th, 2020 • ACM Research, Inc. • Special industry machinery, nec • Shanghai
Certain identified information has been omitted from this document because either (a) it is not material and would be competitively harmful if publicly disclosed or (b) it consists of personally identifiable information. The document has been marked with “[***]” to indicate where such omissions have been made.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • October 18th, 2017 • ACM Research, Inc. • Special industry machinery, nec • Delaware
THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”) is made as of March 23, 2017 (the “Agreement Date”) by and between ACM Research, Inc. (“ACM”) and Shanghai Science and Technology Venture Capital Co., Ltd. (“SSTVC”).
D&J Construction, Inc. Fremont, Ca. 94538Lease Agreement • March 1st, 2022 • ACM Research, Inc. • Special industry machinery, nec
Your current lease expires with D&J Construction, Inc. on March 31, 2021. D&J Construction, Inc. proposes a new two-year lease beginning April l, 2021 with an ending date of March 31, 2023. D&J Construction, Inc. and ACM Research, Inc. have agreed upon the following rent rates:
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • September 13th, 2017 • ACM Research, Inc. • Special industry machinery, nec • Delaware
THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”) is made as of August 31, 2017 (the “Agreement Date”) by and among ACM Research, Inc. (“ACM”), Shanghai Pudong High-tech Investment Co., Ltd. (“PDHTI”), and PUDONG SCIENCE AND TECHNOLOGY (CAYMAN) CO.,LTD., a wholly owned subsidiary of PDHTI (“Purchaser”).
Confirmation LetterTechnology License Agreement • June 1st, 2020 • ACM Research, Inc. • Special industry machinery, nec
ACM Research (Shanghai), Inc. (hereinafter referred to as the “issuer”) intends to apply for an initial public offering of shares and be listed on the Science and Technology Board. As the controlling shareholder of the issuer, the enterprise signed the Technology License Agreement (hereinafter referred to as the “agreement”) with the predecessor of the issuer, ACM Research (Shanghai), Inc. (hereinafter referred to as “ACMSH”) on January 31, 2007”), and the relevant matters related to the agreement are now confirmed as follows::
Capital Increase Agreement [Additional Capital Contributor] And ACM Research, Inc. June 2019Capital Increase Agreement • August 12th, 2019 • ACM Research, Inc. • Special industry machinery, nec
This Agreement on Capital Increase of ACM Research (Shanghai), Inc. (hereafter referred to as “this Agreement”) is signed by and between the following parties in Shanghai Municipality on June 12, 2019:
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • September 13th, 2017 • ACM Research, Inc. • Special industry machinery, nec • Delaware
THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”) is made as of August [31], 2017 (the “Agreement Date”) by and among ACM Research, Inc. (“ACM”), Shanghai Zhangjiang Science & Technology Venture Capital Co., Ltd. (“ZSTVC”), and Zhangjiang AJ Company Limited, a wholly owned subsidiary of ZSTVC (“Purchaser”).
SECOND AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 18th, 2017 • ACM Research, Inc. • Special industry machinery, nec • Delaware
THIS SECOND AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made as of , 2017, by and among ACM Research, Inc., a Delaware corporation (the “Company”), Shengxin (Shanghai) Management Consulting Limited Partnership (“SMC”), Xinxin (Hongkong) Capital Co., Limited and Victorious Way Limited. Certain capitalized terms used herein are defined in Section 1.
TERMINATION AGREEMENTTermination Agreement • May 21st, 2021 • ACM Research, Inc. • Special industry machinery, nec • Delaware
This Termination Agreement dated as of May 18, 2021 is entered into with respect to the Nomination and Voting Agreement (the “Agreement”), dated as of October 11, 2017, by and among ACM Research, Inc., Xinxin (Hongkong) Capital Co., Limited, and the several individuals and entities named on Schedule I thereto.
ACM RESEARCH, INC. STOCK OPTION AGREEMENTStock Option Agreement • September 13th, 2017 • ACM Research, Inc. • Special industry machinery, nec • California
This Stock Option Agreement (the “Agreement”) is made as of the date first below written, between ACM Research, Inc. (the “Company”) and [name] (“Optionee”).
CLASS A COMMON STOCK PURCHASE AGREEMENTClass a Common Stock Purchase Agreement • October 18th, 2017 • ACM Research, Inc. • Special industry machinery, nec • Delaware
THIS CLASS A COMMON STOCK PURCHASE AGREEMENT (this “Agreement”) is made as of September 6, 2017 by and among ACM Research, Inc. (“ACM”), Ninebell Co., Ltd. (“Ninebell”) and Moon-Soo Choi (“Shareholder”). Certain definitions are used with the meanings ascribed to them in Section 1.
Plant Lease ContractPlant Lease Contract • May 7th, 2021 • ACM Research, Inc. • Special industry machinery, nec
In accordance with the Contract Law of the People’s Republic of China, the Regulations of Shanghai Municipality on House Leasing and other laws and regulations, Party A and Party B, on the basis of equality, voluntariness, fairness and good faith, through negotiation, hereby enter into this Contract with respect to the lease of the plant, which is legally tenantable, to Party B by Party A.
EQUITY PURCHASE AGREEMENTEquity Purchase Agreement • August 13th, 2019 • ACM Research, Inc. • Special industry machinery, nec • Delaware
This Equity Purchase Agreement (this “Agreement”) is entered into as of August 4, 2019 by and among ACM Research, Inc., a Delaware corporation (the “Company”), and the several stockholders of the Company party hereto (each a “Holder” and collectively, the “Holders”).
Agreement ACM Research (Shanghai), Inc. And [Investor] June 2019Shareholder Agreement • August 12th, 2019 • ACM Research, Inc. • Special industry machinery, nec
This Agreement (hereafter referred to as “this Agreement”) is signed by and between the following parties in Shanghai on June 12, 2019:
Warrant Exercise AgreementWarrant Exercise Agreement • May 14th, 2018 • ACM Research, Inc. • Special industry machinery, nec • Delaware
This Warrant Exercise Agreement (this “Agreement”) is made as of March 30, 2018, by and among ACM Research, Inc. (“ACM”), ACM Research (Shanghai), Inc., a wholly owned subsidiary of ACM (“ACM Shanghai”), and Shengxin (Shanghai) Management Consulting Limited Partnership (“SMC,” and together with ACM and ACM Shanghai, the “Parties”).
Qingdao Fortune-Tech Xinxing Capital Partnership (L.P.) Partnership AgreementPartnership Agreement • July 7th, 2020 • ACM Research, Inc. • Special industry machinery, nec • Hong Kong
The Fund Manager of this Private Fund warrants that, before raising capital, the Fund Manager has been registered as a private fund manager numbered P1003853 with the Asset Management Association of China (AMAC).
Share Transfer and Note Cancellation AgreementShare Transfer and Note Cancellation Agreement • May 8th, 2020 • ACM Research, Inc. • Special industry machinery, nec • Delaware
This Share Transfer and Note Cancellation Agreement (this “Agreement”) is made as of April 30, 2020, by and between ACM Research, Inc. (“ACM”) and Shengxin (Shanghai) Management Consulting Limited Partnership (“SMC,” and together with ACM, the “Parties”).
