6-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16 OF THE

SECURITIES EXCHANGE ACT OF 1934

For the month of June 2021

Commission File Number 001-39564

Mingzhu Logistics Holdings Limited

(Translation of registrant’s name into English)

27F, Yantian Modern Industry Service Center
No. 3018 Shayan Road, Yantian District
Shenzhen, Guangdong, China 518081

(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.

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): ____

Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

Yes ☐          No ☒

If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b):  82-______

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.

	MINGZHU LOGISTICS HOLDINGS LIMITED
Date: June 29, 2021
	By:	/s/ Jinlong Yang
		Name:	Jinlong Yang
		Title:	Chief Executive Officer

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EXHIBIT INDEX

Exhibit Number	Description
99.1	Press Release

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EX-99.1

Exhibit 99.1 

MingZhu Logistics Announces Audited Full Year 2020 Financial Results

SHENZHEN, June 28, 2021 – MingZhu Logistics Holdings Limited (“MingZhu” or the “Company”) (NASDAQ: YGMZ), an elite provider of logistics and transportation services to businesses, today announced its audited financial results for the full year ended December 31, 2020.

Mr. Jinlong Yang, Chairman and Chief Executive Officer of MingZhu Logistics Holdings Limited, commented, “2020 was a year of major milestone achievements, as we executed on our business strategy and strengthened our financial position through our successful initial public offering in October. Our team did an excellent job helping customers to navigate the dynamic pandemic environment, where partial and full shutdowns were a normal, disruptive occurrence. We played an important role in helping transport our customers goods, without which costly inventory losses and supply shortages would only increase. At the same time, we were faced with higher operating costs that directly impacted our profitability. These included higher fuel charges and driver costs, among other factors. The good news is the business environment has stabilized and returned to more of a growth mode with the post-COVID reopening efforts and adoption of health safety practices.”

“We are very optimistic about the Company’s growth prospects in 2021 and beyond, as we are positioned to benefit from the reopening of the global economy and increased customer demand. As we look to the future, we are excited to be entering a new phase of growth for Mingzhu Logistics. One very exciting development we expect will drive accelerated business growth over the coming years, is the recent pairing of our strong track record of reliable transportation with China Merchants, one of China’s oldest and biggest companies, in an exclusive cooperation to solve the first and last mile of slack coal transport. Xinjiang occupies a preeminent position as one of the core transportation hubs of the One Belt One Road and serves as a strategic gateway. The initial agreement is expected to result in revenue to MingZhu Logistics of approximately RMB 80 million (approximately USD$12.3 million), mainly in 2021. We also continue to drive organic growth and are focused building increased value for our shareholders.”

Financial Results

Total revenues were $18.8 million for the year ended December 31, 2020, compared to $29.4 million for the year ended December 31, 2019, representing a decrease of 36.1% or $10.6 million. The decrease was primarily attributable to diminished customer demand during the COVID-19 pandemic. With daily life in China gradually returning to normal since April, our business related to logistics industry has gone back to normal, as well. However, further lockdowns were caused from time to time as new cases were found causing the management to relocate trucks and trailers to other regions. The management will continue to follow the development of the pandemic.

During the years ended December 31, 2020 and 2019, sales to the Company’s top five customers accounted for approximately 78.2% and 66.7%, respectively. For the years ended December 31, 2020, and 2019, 72.0% and 51.7% of total revenue, respectively, was generated from the Guangdong province, while 28.0% and 48.3% was generated from the Xinjiang province, respectively.

Total costs and expenses were $17.4 million for the year ended December 31, 2020, compared to $26.7 million for the year ended December 31, 2019, representing a decrease of 34.8% or $9.3 million. The decrease was primarily the result of lower transportation costs due to the reduced revenue level. The Company recorded income from operations of approximately $1.4 million and $2.7 million for the years ended 2020 and 2019, respectively.

Comprehensive income was $1.5 million for the year ended December 31, 2020, compared to $1.5 million for the year ended December 31, 2019, with net income of $0.08 per basic and diluted share and $0.18 per basic and diluted share, respectively.

There were 9,629,783 basic shares and 9,633,993 shares on a diluted basis for the year ended December 31, 2020, compared to 9,000,000 shares on a basic and diluted basis for the year ended December 31, 2019. The share count gives retroactive effect to the re-denomination and nominal issuance of shares effected on February 12, 2020.

The Company had an $11.6 million balance of cash and restricted cash, as of December 31, 2020, with a $5.3 million accounts receivable balance and an $11.4 million other receivables balance.

About MingZhu Logistics Holdings Limited (NASDAQ: YGMZ)

Founded in 2002, NASDAQ listed, Shenzhen, China based, MingZhu is 4A-grade trucking services provider, offering both network density and broad geographic coverage to meet customers’ diverse transportation needs. The Company operates two major regional terminals, respectively, with both self-own fleets of tractors and trailers and subcontractors’ fleets. More information about MingZhu can be found at: www.szygmz.com/en/

Safe Harbor Statement

This press release contains forward-looking statements as defined by the Private Securities Litigation Reform Act of 1995. Forward-looking statements include statements concerning plans, objectives, goals, strategies, future events or performance, and underlying assumptions and other statements that are other than statements of historical facts. When the Company uses words such as “may, “will, “intend,” “should,” “believe,” “expect,” “anticipate,” “project,” “estimate” or similar expressions that do not relate solely to historical matters, it is making forward-looking statements. Forward-looking statements are not guarantees of future performance and involve risks and uncertainties that may cause the actual results to differ materially from the Company’s expectations discussed in the forward-looking statements. These statements are subject to uncertainties and risks including, but not limited to, the following: the Company’s goals and strategies; the Company’s future business development; product and service demand and acceptance; changes in technology; economic conditions; the growth of the trucking services market in China and the other international markets the Company plans to serve; reputation and brand; the impact of competition and pricing; government regulations; fluctuations in general economic and business conditions in China and the international markets the Company plans to serve and assumptions underlying or related to any of the foregoing and other risks contained in reports filed by the Company with the SEC. For these reasons, among others, investors are cautioned not to place undue reliance upon any forward-looking statements in this press release. Additional factors are discussed in the Company’s filings with the SEC, which are available for review at www.sec.gov. The Company undertakes no obligation to publicly revise these forward–looking statements to reflect events or circumstances that arise after the date hereof.

For more information, please contact:

At the Company:

Mr. Jingwei Zhang

Email: company@szygmz.com

Phone: (+86) 186-5937-1270

Investor Relations:

David Pasquale

Global IR Partners

New York Office Phone: +1-914-337-8801

YGMZ@globalirpartners.com

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MINGZHU LOGISTICS HOLDINGS LIMITED AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME

	For the Year Ended December 31,
	2020			2019			2018
	USD			USD			USD
REVENUES	$	18,793,951		$	29,410,550		$	27,646,789
COSTS AND EXPENSES
Transportation costs		16,010,644			25,358,456			22,399,066
General and administrative expenses		1,321,412			1,299,413			1,147,101
Sales and marketing expenses		50,083			77,615			65,856
Total costs and expenses		17,382,139			26,735,484			23,612,023
INCOME FROM OPERATIONS		1,411,812			2,675,066			4,034,766
OTHER (EXPENSES) INCOME
Interest expenses		(374,048	)		(370,682	)		(355,332	)
Other expenses		(65,828	)		(12,683	)		(8,204	)
Other income		176,802			172,343			189,685
Total other expenses, net		(263,074	)		(211,022	)		(173,851	)
INCOME BEFORE INCOME TAXES		1,148,738			2,464,044			3,860,915
PROVISION FOR INCOME TAXES		366,442			821,250			1,006,028
NET INCOME		782,296			1,642,794			2,854,887
OTHER COMPREHENSIVE INCOME (LOSS)
Foreign currency translation adjustment		752,828			(121,195	)		(419,684	)
COMPREHENSIVE INCOME	$	1,535,124		$	1,521,599		$	2,435,203
Weighted average shares used in computation:
Basic*		9,629,783			9,000,000			9,000,000
Diluted*		9,633,993			9,000,000			9,000,000
EARNINGS PER SHARE - BASIC*	$	0.08		$	0.18		$	0.32
EARNINGS PER SHARE - DILUTED*	$	0.08		$	0.18		$	0.32

* Giving retroactive effect to the re-denomination and nominal issuance of shares effected on February 12, 2020, and the surrender and cancellation of shares effected on May 21, 2020.

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MINGZHU LOGISTICS HOLDINGS LIMITED AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

	As of December 31, 2020			As of December 31, 2019
	USD			USD
ASSETS
CURRENT ASSETS
Cash	$	2,105,625		$	223,507
Restricted cash		9,500,000			-
Accounts receivable, net		5,343,716			10,884,302
Prepayments		1,059,335			1,933,764
Other receivables		11,448,022			429,972
Amount due from related parties		741,340			1,954,517
Total Current Assets		30,198,038			15,426,062
PROPERTY AND EQUIPMENT, NET		3,448,109			4,595,206
OTHER ASSETS
Deferred tax assets		31,852			19,559
Deposits		261,992			344,973
Total other assets		293,844			364,532
Total assets	$	33,939,991		$	20,385,800
LIABILITIES AND SHAREHOLDERS’ EQUITY
CURRENT LIABILITIES:
Short-term bank borrowings	$	6,551,724		$	2,606,567
Accounts payable		1,415,591			1,565,668
Other payables and accrued liabilities		531,120			626,389
Amount due to related parties		993,846			739,963
Tax payable		2,722,409			2,205,611
Current maturities of long-term bank borrowings		-			1,120,400
Current portion of capital lease and financing obligations		51,135			711,421
Current maturities of loans from other financial institutions		235,487			265,281
Total current liabilities		12,501,312			9,841,300
OTHER LIABILITIES
Long-term loans from other financial institutions		136,400			355,927
Long-term portion of capital lease and financing obligations		27,989			161,943
Total other liabilities		164,389			517,870
Total liabilities		12,665,701			10,359,170
COMMITMENTS AND CONTINGENCIES
SHAREHOLDERS’ EQUITY
Ordinary shares: $0.001 par value, 50,000,000 shares authorized, 12,354,040 and 9,000,000 shares issued and outstanding as of December 31, 2020 and 2019, respectively*		12,354			9,000
Share subscription receivables		(847,086	)		(847,086	)
Additional paid-in capital		13,824,820			4,115,638
Statutory reserves		877,886			760,475
Retained earnings		6,905,718			6,240,833
Accumulated other comprehensive (loss) income		500,598			(252,230	)
Total shareholders’ equity		21,274,290			10,026,630
Total liabilities and shareholders’ equity	$	33,939,991		$	20,385,800

* Giving retroactive effect to the re-denomination and nominal issuance of shares effected on February 12, 2020, and the surrender and cancellation of shares effected on May 21, 2020.

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