Zoomcar Holdings fifth Series A closing raises $80,000, with $60,000 settled in prior obligations rather than fresh capital
The fifth closing of Zoomcar Holdings (ZCAR) Series A private placement, documented in an 8-K filed August 31, 2026, put $80,000 in aggregate consideration on the books. Only $20,000 arrived as cash. The remainder…
Key takeaways
- The fifth closing of Zoomcar Holdings' Series A private placement raised $80,000 in aggregate consideration, of which only $20,000 was cash and $60,000 discharged accrued obligations owed to the same accredited investors.
- Zoomcar issued 80 Series A units at $1,000 each, with each unit pairing one share of Series A Convertible Preferred Stock (stated value $1,000) and one warrant for 20,000 common shares, totaling 1,600,000 warrant shares at a $0.0625 exercise price.
- The preferred stock converts at an initial price of $0.05 per common share, and both the conversion and warrant share counts are calculated before the reverse stock split stockholders approved on August 11, 2026.
- Zoomcar must file a registration statement covering the conversion and warrant shares within 15 calendar days of the Fifth Closing, or face partial liquidated damages.
- The offering provides for up to $5,000,000 in units plus an additional $5,000,000 placement agent overallotment, with the $1,000,000 minimum subscription already met in earlier closings.
The fifth closing of Zoomcar Holdings (ZCAR) Series A private placement, documented in an 8-K filed August 31, 2026, put $80,000 in aggregate consideration on the books. Only $20,000 arrived as cash. The remainder discharged $60,000 in accrued obligations the company owed to the same accredited investors now holding new preferred stock and warrants, with a registration statement filing the next hard deadline.
The terms and the dilution math
At the Fifth Closing, conducted in two parts on August 31 and September 4, 2026, Zoomcar issued 80 Series A units at $1,000 apiece. Each unit pairs one share of Series A Convertible Preferred Stock, carrying a stated value of $1,000 and a par value of $0.0001 per share, with one warrant to purchase 20,000 shares of common stock. Across 80 warrants, that is 1,600,000 shares of Zoomcar common stock covered at an exercise price of $0.0625 per share, exercisable from issuance and expiring five years out.
The preferred converts at an initial price of $0.05 per share of common stock, subject to adjustment and, in certain circumstances per the Certificate of Designation, to price-reset provisions based on subsequent company sales of common stock. Both the conversion share count and the 1,600,000 warrant shares are calculated before the reverse stock split Zoomcar stockholders approved on August 11, 2026. Post-split figures will differ.
The offering provides for up to $5,000,000 in units, plus up to an additional $5,000,000 via a placement agent overallotment option. The minimum subscription threshold of $1,000,000 was satisfied in earlier closings. The scheduled termination date was September 4, 2026, subject to extension at Zoomcar's discretion. The securities were offered under Section 4(a)(2) of the Securities Act and Rule 506(c) of Regulation D, with each purchaser representing accredited investor status. Zoomcar, incorporated in Delaware, maintains its principal offices in Bangalore, India, and qualifies as an emerging growth company under applicable SEC rules.
What to watch
Under the registration rights agreement signed with the purchasers, Zoomcar must file a registration statement covering shares issuable on conversion of the preferred and on exercise of the warrants within 15 calendar days of the Fifth Closing. Missing that window triggers partial liquidated damages. That filing is the next definitive event on the tape.