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 March 2012
Commission File Number: 001-34168
PANSOFT COMPANY LIMITED
(Translation of registrant's name into English)
3/F Qilu Software Park Building, Hi-Tech Zone,
Jinan, Shandong, People's Republic of China 250101
86-531-88874455
(Address of principal executive office)
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 x 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): ___________
Note: Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders.
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): ___________
Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submitted to furnish a report or other document that the registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrant's "home country"), or under the rules of the home country exchange on which the registrant's securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrant's security holders, and, if discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing on EDGAR.
Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
Yes ¨ No x
If "Yes" is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82- ___________.
EXHIBIT INDEX
Number Description of Exhibit
______ ________________________________________________________________________
99.1: Pansoft Acquires Remaining 20% Stake in Pansoft (Japan)
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.
PANSOFT COMPANY LIMITED
Date: March 30, 2012
By:
/s/ Allen Zhang
Allen Zhang
Chief Financial Officer
|
Company Contact: Pansoft Company Limited Allen Zhang, Chief Financial Officer Phone: +86-531-8887-4455 E-mail: allen.zhang@pansoft.com |
Investor Contact: CCG Investor Relations Mr. John Harmon, CFA, Sr. Account Manager Phone: +86-10-8573 1014 (Beijing) E-mail: john.harmon@ccgir.com |
Pansoft Acquires Remaining 20% Stake in Pansoft (Japan)
JINAN, China, March 30, 2012 – Pansoft Company Limited (NASDAQ: PSOF) (“Pansoft” or the “Company”), a leading ERP software service provider for the oil and gas industry in China, today announced that the Company has acquired the remaining 20% stake in Pansoft (Japan) Company Limited, now making it a wholly owned subsidiary of Pansoft.
Pansoft (Japan) was established in August 2010 to provide outsourcing functions for Japanese clients, initially in the area of cell-phone software testing. Pansoft originally owned an 80% stake in the joint venture, with two Japanese companies, Management Information Center Co., Ltd. and Seven Colors Corporation (the “Partners”), owning the remaining 20% stake. The Company acquired the Partners’ 20% stake at no additional cost due to their failure to meet the terms of the joint-venture agreement, specifically to transfer sufficient orders from their pre-existing Japanese clients to the joint venture. The share transfer agreement was drafted in mid-February and executed recently.
“It is unfortunate that our Partners did not fulfill the terms of our agreement and forfeited their stake in Pansoft (Japan),” commented Mr. Hugh Wang, Pansoft’s Chairman. “The main issue was the Partners’ inability to fulfill the terms of the agreement regarding their pre-existing clients, and this issue has delayed Pansoft (Japan)’s reaching profitability. Since the start-up of Pansoft (Japan) in late 2010, we and our Partners have successfully established other channels and clients, and recent results have shown that the outsourcing-service business is on a clear growth path and will generate a good return on our investment and efforts. We will continue to guide its path to profitability and expect Pansoft-Japan to reach break-even in the 2012 calendar year.”
About Pansoft Company Limited
Pansoft is a leading enterprise resource planning (“ERP“) software and professional services provider for the oil and gas industry in China. Its ERP software offers comprehensive solutions for various business operations including accounting, order processing, delivery, invoicing, inventory control, and customer relationship management. For more information, go to Pansoft's website at http://www.pansoft.com.
Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995
This press release contains forward-looking statements concerning Pansoft Company Limited, which include but are not limited to, statements regarding Pansoft’s ability to expand its service offerings and maintain leadership as a provider of ERP software and services for the oil and gas industry in China. The actual results may differ materially depending on a number of risk factors including but not limited to, the following: general economic and business conditions, development, shipment and market acceptance of products, additional competition from existing and new competitors, changes in technology or product techniques, the Company’s ability to successfully integrate acquisitions, its ability to repurchase shares, share-repurchase plans, and various other factors beyond its control. All forward-looking statements are expressly qualified in their entirety by this Cautionary Statement and the risk factors detailed in the Company’s reports filed with the Securities and Exchange Commission. Pansoft Company Limited undertakes no duty to revise or update any forward-looking statements to reflect events or circumstances after the date of this release.
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