UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16
OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of December 2023
Commission file number: 001-38813
Puyi Inc.
61F, Pearl River Tower
No. 15 Zhujiang West Road, Zhujiang New Town, Tianhe, Guangzhou
Guangdong Province, People’s Republic of China
Tel: +86-020-28381666
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F ☒ Form 40-F ☐
Share Exchange Transactions with Certain Shareholders of Fanhua
On December 27, 2023, Puyi Inc. (“Puyi”) entered into certain share exchange agreements with certain shareholders of Fanhua Inc. (“Fanhua,” NASDAQ: FANH), including Mr. Yinan Hu, co-chairman and CEO of Fanhua, certain executive officers of Fanhua, certain employees of Fanhua and certain other shareholders (collectively “Fanhua’s Participating Shareholders”). The transaction is expected to close on December 29, 2023, subject to customary closing conditions.
Pursuant to the share exchange agreements, Puyi will issue an aggregate of 284,113,314 ordinary shares of Puyi in exchange for an aggregate of 568,226,628 ordinary shares of Fanhua beneficially owned by Fanhua’s Participating Shareholders. The exchange ratio for the transactions is 2 ordinary shares of Fanhua per Puyi ordinary share. Upon completion of the transactions, Fanhua’s Participating Shareholders will collectively own 76.7% of Puyi’s issued and outstanding equity interests while Puyi will own approximately 50.1% of Fanhua’s issued and outstanding equity interests and become its largest shareholder.
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CONTENTS
Exhibit 10.1 – Form of Securities Exchange Agreement |
Exhibit 99.1 – Press Release |
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SIGNATURES
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, thereunto duly authorized.
PUYI INC. | ||
By: | /s/ Ren Yong | |
Name: | Ren Yong | |
Title: | Chairman of the board, Chief Executive Officer |
Date: December 27, 2023
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