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 August 2022
Commission File Number 001-41471
Graphex Group Limited
(Translation of registrant’s name into English)
11/F COFCO Tower 262 Gloucester Road Causeway Bay Hong Kong Tel: + 852 2559 9438 |
(Address of Principal Executive Offices)
| Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F: |
x Form 20-F ¨ Form 40-F
| Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐ |
| Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐ |
Graphex Group Limited.
Form 6-K
TABLE OF CONTENTS
| Item | Page | |
| Other Information | 1 | |
| Signatures | 2 | |
| Exhibit Index | 3 |
Graphex Group Limited (NYSE American: GRFX | HKSE: 6128) issued certain press releases regarding its offering of American Depositary Shares that was registered under the Securities Act of 1933, as amended (the “Offering”). The Offering closed on August 19, 2022. The underwriters exercised the over-allotment option (“Over Allotment Option”) in full. The closing of the Over Allotment Option was on August 26, 2022. The press releases regarding the Offering are the following:
U.S. press release issued on August 19, 2022, regarding the closing of the Offering, which is furnished herewith as Exhibit 99.1.
Press release issued on August 22, 2022 in Hong Kong in accordance with the rules of the Hong Kong Stock Exchange regarding the closing of the Offering, the English translation of which is furnished herewith as Exhibit 99.2.
U.S. press release issued issued on August 26, 2022 regarding the closing of the Over Allotment Option, which is furnished herewith as Exhibit 99.3.
Press release issued on August 29,2022 in Hong Kong in accordance with the rules of the Hong Kong Stock Exchange, regarding the closing of the Over Allotment Option, the English translation of which is furnished herewith as Exhibit 99.4.
Each of the exhibits referred to above is incorporated by reference herein.
1
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.
| GRAPHEX GROUP LIMTED | |||
| By: | /s/ Andross Chan | ||
| Andross Chan | |||
| Chief Executive Officer | |||
Date: August 29, 2022
2
| 99.3 | U.S. Press Release dated August 26, 2022 regarding the closing of the Over Allotment Option |
| 99.4 | Hong Kong Press Release dated August 29, 2022 regarding the closing of the Over Allotment Option (English translation) |
3
