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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 4/26/21 Borqs Technologies, Inc. 20-F 12/31/20 136:14M EdgarAgents LLC/FA |
Document/Exhibit Description Pages Size 1: 20-F Annual Report HTML 1.61M 2: EX-4.76 Loan Agreement of November 27, 2020 With Run He HTML 46K 3: EX-4.77 Settlement Agreement With Lmfa Financing, LLC, of HTML 134K December 14, 2020 4: EX-4.78 Loan Agreement of December 30, 2020 With American HTML 44K West Pacific International Investment Corporation 5: EX-4.79 Settlement Agreement With Growth V, L.P. of HTML 83K February 11, 2021 6: EX-4.80 Form of Securities Purchase Agreement HTML 243K 7: EX-4.81 Form of Convertible Note HTML 146K 8: EX-4.82 Form of Warrant HTML 126K 9: EX-4.83 Form of Registration Rights Agreement HTML 132K 12: EX-13.1 Annual or Quarterly Report to Security Holders HTML 37K 10: EX-12.1 Statement re: the Computation of Ratios HTML 41K 11: EX-12.2 Statement re: the Computation of Ratios HTML 41K 19: R1 Document And Entity Information HTML 75K 20: R2 Consolidated Balance Sheets HTML 183K 21: R3 Consolidated Balance Sheets (Parentheticals) HTML 47K 22: R4 Consolidated Statement of Operations HTML 203K 23: R5 Consolidated Statement of Comprehensive Income HTML 65K (Loss) 24: R6 Consolidated Statements of Shareholders' (Deficit) HTML 106K Equity 25: R7 Consolidated Statements of Cash Flows HTML 218K 26: R8 Organization HTML 203K 27: R9 Summary of Significant Accounting Policies HTML 137K 28: R10 Concentration of Risks HTML 54K 29: R11 Acquisitions HTML 45K 30: R12 Inventories, Net HTML 49K 31: R13 Prepaid Expenses and Other Current Assets, Net HTML 53K 32: R14 Right of Use Assets HTML 49K 33: R15 Property and Equipment, Net HTML 63K 34: R16 Intangible Assets, Net HTML 65K 35: R17 Long-Term Investments HTML 41K 36: R18 Bank and Other Borrowings HTML 78K 37: R19 Accrued Expenses and Other Payables HTML 52K 38: R20 Deferred Government Grants HTML 48K 39: R21 Accumulated Other Comprehensive Loss HTML 49K 40: R22 Mainland China Employee Contribution Plan HTML 43K 41: R23 Share Based Compensation HTML 142K 42: R24 Taxation HTML 101K 43: R25 Related Party Transactions HTML 68K 44: R26 Restricted Net Assets HTML 41K 45: R27 Equity HTML 63K 46: R28 Convertible Redeemable Preferred Shares HTML 61K 47: R29 Earnings (Loss) Per Share HTML 83K 48: R30 Commitments and Contingencies HTML 45K 49: R31 Segment Reporting HTML 55K 50: R32 Subsequent Events HTML 47K 51: R33 Fair Value Measurements HTML 43K 52: R34 Parent Company Only Condensed Financial HTML 142K Information 53: R35 Accounting Policies, by Policy (Policies) HTML 217K 54: R36 Organization (Tables) HTML 185K 55: R37 Summary of Significant Accounting Policies HTML 72K (Tables) 56: R38 Concentration of Risks (Tables) HTML 43K 57: R39 Inventories, Net (Tables) HTML 48K 58: R40 Prepaid Expenses and Other Current Assets, Net HTML 52K (Tables) 59: R41 Right of Use Assets (Tables) HTML 50K 60: R42 Property and Equipment, Net (Tables) HTML 63K 61: R43 Intangible Assets, Net (Tables) HTML 66K 62: R44 Bank and Other Borrowings (Tables) HTML 77K 63: R45 Accrued Expenses and Other Payables (Tables) HTML 51K 64: R46 Deferred Government Grants (Tables) HTML 47K 65: R47 Accumulated Other Comprehensive Loss (Tables) HTML 47K 66: R48 Share Based Compensation (Tables) HTML 139K 67: R49 Taxation (Tables) HTML 96K 68: R50 Related Party Transactions (Tables) HTML 66K 69: R51 Convertible Redeemable Preferred Shares (Tables) HTML 44K 70: R52 Earnings (Loss) Per Share (Tables) HTML 81K 71: R53 Segment Reporting (Tables) HTML 51K 72: R54 Parent Company Only Condensed Financial HTML 145K Information (Tables) 73: R55 Organization (Details) HTML 87K 74: R56 Organization (Details) - Schedule of variable HTML 59K interest entities 75: R57 Organization (Details) - Schedule of wholly owned HTML 106K consolidated balance sheet of VIEs and the subsidiaries 76: R58 Organization (Details) - Schedule of wholly owned HTML 91K consolidated VIEs and discontinued operation disclosures 77: R59 Organization (Details) - Schedule of wholly owned HTML 95K consolidated VIEs and cash flow disclosures 78: R60 Summary of Significant Accounting Policies HTML 67K (Details) 79: R61 Summary of Significant Accounting Policies HTML 52K (Details) - Schedule of property and equipment estimated useful lives 80: R62 Summary of Significant Accounting Policies HTML 47K (Details) - Schedule of intangible assets weighted average useful lives 81: R63 Summary of Significant Accounting Policies HTML 46K (Details) - Schedule of doubtful accounts for accounts receivable and contract assets 82: R64 Summary of Significant Accounting Policies HTML 45K (Details) - Schedule of other receivables in prepaid expenses and other current assets 83: R65 Summary of Significant Accounting Policies HTML 41K (Details) - Schedule of future related to performance obligations 84: R66 Concentration of Risks (Details) HTML 61K 85: R67 Concentration of Risks (Details) - Schedule of HTML 40K consolidated financial statements 86: R68 Acquisitions (Details) HTML 61K 87: R69 Inventories, Net (Details) HTML 39K 88: R70 Inventories, Net (Details) - Schedule of HTML 49K inventories 89: R71 Prepaid Expenses and Other Current Assets, Net HTML 61K (Details) - Schedule of prepaid expenses and other current assets 90: R72 Right of Use Assets (Details) HTML 46K 91: R73 Right of Use Assets (Details) - Schedule of future HTML 46K lease payments under operating leases 92: R74 Right of Use Assets (Details) - Schedule of future HTML 52K minimum lease payments under non-cancelable operating lease agreements 93: R75 Property and Equipment, Net (Details) HTML 39K 94: R76 Property and Equipment, Net (Details) - Schedule HTML 54K of property and equipment 95: R77 Property and Equipment, Net (Details) - Schedule HTML 49K of depreciation expense on property and equipment 96: R78 Intangible Assets, Net (Details) HTML 44K 97: R79 Intangible Assets, Net (Details) - Schedule of HTML 57K presents the Group's intangible assets as of the respective balance sheet dates 98: R80 Intangible Assets, Net (Details) - Schedule of HTML 51K estimated amortization expenses for the intangible assets 99: R81 Long-Term Investments (Details) HTML 54K 100: R82 Bank and Other Borrowings (Details) HTML 152K 101: R83 Bank and Other Borrowings (Details) - Schedule of HTML 47K bank and other borrowings 102: R84 Accrued Expenses and Other Payables (Details) - HTML 63K Schedule of accrued expenses and other payables 103: R85 Deferred Government Grants (Details) - Schedule of HTML 43K deferred government grants 104: R86 Accumulated Other Comprehensive Loss (Details) - HTML 47K Schedule of accumulated other comprehensive loss, net of tax 105: R87 Mainland China Employee Contribution Plan HTML 40K (Details) 106: R88 Share Based Compensation (Details) HTML 121K 107: R89 Share Based Compensation (Details) - Schedule of HTML 71K the Group's option activities under the 2007 Plan 108: R90 Share Based Compensation (Details) - Schedule of HTML 61K share based compensation on the original grant-date fair value of the award 109: R91 Share Based Compensation (Details) - Schedule of HTML 61K estimated fair value of options 110: R92 Share Based Compensation (Details) - Schedule of HTML 45K compensation expense relating to share options granted to employees 111: R93 Taxation (Details) HTML 76K 112: R94 Taxation (Details) - Schedule of Profit (loss) HTML 47K from continuing operations before income taxes 113: R95 Taxation (Details) - Schedule of income tax HTML 44K expense 114: R96 Taxation (Details) - Schedule of reconciliation of HTML 63K tax computed by applying the statutory income tax rate 115: R97 Taxation (Details) - Schedule of significant HTML 58K components of deferred taxes 116: R98 Taxation (Details) - Schedule of roll-forward of HTML 47K unrecognized tax benefits 117: R99 Related Party Transactions (Details) HTML 47K 118: R100 Related Party Transactions (Details) - Schedule of HTML 48K names of related parties and relationship with group 119: R101 Related Party Transactions (Details) - Schedule of HTML 48K significant related party transactions 120: R102 Related Party Transactions (Details) - Schedule of HTML 44K significant related party balances 121: R103 Restricted Net Assets (Details) HTML 45K 122: R104 Equity (Details) HTML 141K 123: R105 Convertible Redeemable Preferred Shares (Details) HTML 111K 124: R106 Convertible Redeemable Preferred Shares (Details) HTML 48K - Schedule of carrying amounts of convertible redeemable preferred shares 125: R107 Earnings (Loss) Per Share (Details) - Schedule of HTML 97K basic and diluted earnings (loss) per share 126: R108 Commitments and Contingencies (Details) HTML 54K 127: R109 Segment Reporting (Details) - Schedule of group's HTML 51K operating segment 128: R110 Subsequent Events (Details) HTML 56K 129: R111 Parent Company Only Condensed Financial HTML 98K Information (Details) - Schedule of condensed balance sheets 130: R112 Parent Company Only Condensed Financial HTML 64K Information (Details) - Schedule of condensed statements of operations 131: R113 Parent Company Only Condensed Financial HTML 60K Information (Details) - Schedule of condensed statements of comprehensive income (Loss) 132: R114 Parent Company Only Condensed Financial HTML 59K Information (Details) - Schedule of condensed statements of cash flows 133: R115 Parent Company Only Condensed Financial HTML 43K Information (Details) - Schedule of related party balances 135: XML IDEA XML File -- Filing Summary XML 259K 134: EXCEL IDEA Workbook of Financial Reports XLSX 204K 13: EX-101.INS XBRL Instance -- brqs-20201231 XML 3.38M 15: EX-101.CAL XBRL Calculations -- brqs-20201231_cal XML 192K 16: EX-101.DEF XBRL Definitions -- brqs-20201231_def XML 1.42M 17: EX-101.LAB XBRL Labels -- brqs-20201231_lab XML 2.67M 18: EX-101.PRE XBRL Presentations -- brqs-20201231_pre XML 1.42M 14: EX-101.SCH XBRL Schema -- brqs-20201231 XSD 435K 136: ZIP XBRL Zipped Folder -- 0001213900-21-022875-xbrl Zip 356K
Exhibit 4.78
LOAN AGREEMENT
This Loan Agreement (the “Agreement”) dated as of December 30, 2020, is made by and between
American West Pacific International Investment Corporation (“AWP” or the “Lender”)
1 Sansome Street, Suite 3500
and
Borqs Technologies, Inc. (“Borqs” or the “Borrower”)
5201 Great America Parkway, Suite 3250
IN CONSIDERATION OF the Lender loaning certain monies (the “Loan”) to the Borrower, and the Borrower repaying the Loan to the Lender, both parties agree to keep, perform and fulfill the promises and conditions set out in this Agreement.
1. | Loan Amount, Interest Rate and Repayment |
The Lender lends US$1,000,000 to the Borrower and the Borrower promises to repay this principal amount in its entirety to the Lender, with interest to be accrued at the rate by 12% per annum, after 6 months from the date the Loan amount is received by the Borrower.
The Lender intends to fund the Loan amount on the day of the execution of this Agreement. The Due Date shall be defined as 6 months after the Borrower receives the Loan amount. The principal amount is payable in full by the Due Date, and the interest of $10,000 shall be paid monthly to the Lender on the same day as the Loan amount is received by the Borrower, until the principal is completely paid off. In the event that repayment is not made by the Due Date or at the most 5 calendar days past the Due Date, or if there is a Default, Lender, at its option and upon notice, shall have the right to convert the Loan amount and interest earned thereon into 4,000,000 shares of restricted ordinary shares as payment in full. This loan is guaranteed by the Nasdaq listed company of Borqs Technologies, Inc. which shall cause 4,000,000 ordinary shares to be issued immediately after the Borrower has received the loan, and such shares shall be held in escrow at Continental Stock Transfer & Trust Company.
In the event of a Default and if Lender elects to convert the Loan Amount and accrued interest earned thereon into 4,000,000 ordinary shares, Borrower will, at its cost, make the appropriate applications and filings in the appropriate court, to have such ordinary shares to be issued without restriction pursuant to a hearing under Section 3(a)(10) of the Securities Act of 1933.
2. | Default |
Notwithstanding anything to the contrary in this Agreement, if the Borrower defaults in the performance of any obligation under this Agreement or fails to pay the principal amount and accrued interest by the Due Date, then the Lender may declare the principal amount owing to be immediately due and payable.
3. | Governing law |
This Agreement will be construed in accordance with and governed by the laws of the State of California.
C:
4. | Costs |
All costs, expenses and expenditures including, without limitation, the complete legal costs incurred by enforcing this Agreement as a result of any default by the Borrower, will be added to the principal then outstanding and will immediately become payable by the Borrower to the Lender.
5. | Binding Effect |
This Agreement will pass to the benefit of and be binding upon the respective heirs, executors, administrators, successors and permitted assigns of the Lender and Borrower. The Borrower waives presentment for payment, notice of non-payment, protest, and notice of protest.
6. | Amendments |
This Agreement may only be amended by a written instrument executed by both the Lender and the Borrower.
7. | Severability |
The clauses and paragraphs contained in this Agreement are intended to be read and construed independently of each other. If any term, covenant, condition or provision of this Agreement is held by a court of competent jurisdiction to be invalid, void or unenforceable, it is the parties’ intent that such provision be reduced in scope by the court only to the extent deemed necessary by that court to render the provision reasonable and enforceable and the remainder of the provisions of this Agreement will in no way be affected, impaired or invalidated as a result.
8. | General Provisions |
Headings are inserted for the convenience of the parties only and are not to be considered when interpreting this Agreement. Words in the singular mean and include the plural and vice versa. Words in the masculine mean and include the feminine and vice versa.
9. | Entire Agreement |
This Agreement constitutes the entire agreement between the parties and there are no further items or provisions, either oral or otherwise.
C:
IN WITNESS WHEREOF, the parties have duly affixed their authorized representatives’ signatures as of the date first above written.
For the Lender | For the Borrower | ||||
American West Pacific International | Borqs Technologies, Inc. | ||||
Investment Corporation | |||||
By: | By: | ||||
Name: | Sherry H. Jiang | Name: | Pat Sek Yuen Chan | ||
Title: | President | Title: | Chief Executive Officer | ||
By: | |||||
Name: | Anthony K. Chan | ||||
Chief Financial Officer |
This ‘20-F’ Filing | Date | Other Filings | ||
---|---|---|---|---|
Filed on: | 4/26/21 | |||
For Period end: | 12/31/20 | 20-F/A | ||
12/30/20 | 6-K | |||
List all Filings |
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 2/04/20 Borqs Technologies, Inc. 20-F 12/31/18 139:10M EdgarAgents LLC/FA 5/22/19 Borqs Technologies, Inc. 6-K 5/22/19 3:208K EdgarAgents LLC/FA 3/15/19 Borqs Technologies, Inc. 6-K 3/14/19 19:3.6M EdgarAgents LLC/FA 12/20/18 Borqs Technologies, Inc. 8-K:1,2,3,512/15/18 5:538K EdgarAgents LLC/FA 11/19/18 Borqs Technologies, Inc. 10-Q 9/30/18 84:5M EdgarAgents LLC/FA 9/14/18 Borqs Technologies, Inc. S-1/A 144:22M EdgarAgents LLC/FA 8/06/18 Borqs Technologies, Inc. S-1/A 8/03/18 132:16M EdgarAgents LLC/FA 7/02/18 Borqs Technologies, Inc. S-1/A 135:18M EdgarAgents LLC/FA 5/14/18 Borqs Technologies, Inc. S-1/A 119:23M EdgarAgents LLC/FA 4/02/18 Borqs Technologies, Inc. 10-K 12/31/17 126:12M EdgarAgents LLC/FA 1/22/18 Borqs Technologies, Inc. 8-K:1,9 1/18/18 2:100K EdgarAgents LLC/FA 8/24/17 Borqs Technologies, Inc. 8-K:2,3,4,5 8/18/17 21:6.9M EdgarAgents LLC/FA |