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 July 2021
Commission File Number: 001-40543
Pop Culture Group Co., Ltd
Room 102, 23-1 Wanghai Road
Xiamen Software Park Phase 2
Siming District, Xiamen City, Fujian Province 361008
The People’s Republic of China
(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 ☒ 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): ☐
On July 2, 2021, Pop Culture Group Co., Ltd (the “Company”) closed its initial public offering (“IPO”) of 6,200,000 Class A ordinary shares, par value $0.001 per share (the “Class A Ordinary Shares”). The Company completed the IPO pursuant to its registration statement on Form F-1 (File No. 333-253777), which was initially filed with the Securities and Exchange Commission (the “SEC”) on March 2, 2021, as amended, and declared effective by the SEC on June 29, 2021, and a registration statement on Form F-1 filed pursuant to Rule 462(b) (File No. 333-257541), which increased the number of registered shares from 7,320,000 to 7,564,000 and became effective upon filing with the SEC on June 30, 2021. The Class A Ordinary Shares were priced at $6.00 per share, and the offering was conducted on a firm commitment basis. The Class A Ordinary Shares were previously approved for listing on The Nasdaq Global Market and commenced trading under the ticker symbol “CPOP” on June 30, 2021.
In connection with the IPO, the Company issued a press release on June 30, 2021 announcing the pricing of the IPO and a press release on July 2, 2021 announcing the closing of the IPO, respectively. Copies of these press release are attached hereto as Exhibit 99.1 and Exhibit 99.2 and are incorporated by reference herein.
This report does not constitute an offer to sell, or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation, or sale would be unlawful prior to the registration or qualification under the securities laws of any such state or jurisdiction.
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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.
| Pop Culture Group Co., Ltd | ||
| Date: July 2, 2021 | By: |
/s/ Zhuoqin Huang |
| Name: | Zhuoqin Huang | |
| Title: | Chief Executive Officer, Director, and Chairman of the Board of Directors | |
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EXHIBIT INDEX
| Exhibit No. | Description | |
| 99.1 | Press Release on Pricing of the Company’s Initial Public Offering | |
| 99.2 | Press Release on Closing of the Company’s Initial Public Offering |
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Exhibit 99.1
Pop Culture Group Co., Ltd Announces Pricing of Initial Public Offering
Xiamen, China, June 30, 2021 – Pop Culture Group Co., Ltd (the “Company”), a hip-pop culture company in China, today announced the pricing of its initial public offering (the “Offering”) of 6,200,000 Class A Ordinary Shares at a public offering price of US$6.00 per share. The Class A Ordinary Shares have been approved for listing on the Nasdaq Global Market and are expected to commence trading on June 30, 2021 under the ticker symbol “CPOP.”
The Company expects to receive aggregate gross proceeds of US$37.2 million from the Offering, before deducting underwriting discounts and other related expenses. In addition, the Company has granted the underwriters a 45-day option to purchase up to an additional 930,000 Class A Ordinary Shares at the public offering price, less underwriting discounts. The Offering is expected to close on or about July 2, 2021, subject to the satisfaction of customary closing conditions.
Proceeds from the Offering will be used to develop and operate online content, develop a street dance training business, create derivative works of hip-hop intellectual properties, and develop hip-hop events, and for working capital and other general corporate purposes.
The Offering is being conducted on a firm commitment basis. Network 1 Financial Securities, Inc. and Valuable Capital Limted are acting as the underwriters for the Offering. Hunter Taubman Fischer & Li LLC is acting as counsel to the Company, and VCL Law LLP is acting as counsel to the underwriters in connection with the Offering.
A registration statement on Form F-1 relating to the Offering was filed with the Securities and Exchange Commission (the “SEC”) (File Number: 333-253777) and was declared effective by the SEC on June 29, 2021, and a registration statement filed pursuant to Rule 462(b) (File No. 333-257541), which increased the number of registered shares from 7,320,000 to 7,564,000, became effective upon filing with the SEC. The Offering is being made only by means of a prospectus, forming a part of the registration statement. Copies of the final prospectus relating to the Offering may be obtained from Network 1 Financial Securities, Inc. by email at jsun@netw1.com, by calling +1 (800)-886-7007, or by standard mail to Network 1 Financial Securities, Inc., 2 Bridge Avenue, Suite 241 Red Bank, NJ 07701. In addition, a copy of the prospectus relating to the Offering may be obtained via the SEC’s website at www.sec.gov.
Before you invest, you should read the prospectus and other documents the Company has filed or will file with the SEC for more complete information about the Company and the Offering. This press release does not constitute an offer to sell, or the solicitation of an offer to buy any of the Company’s securities, nor shall such securities be offered or sold in the United States absent registration or an applicable exemption from registration, nor shall there be any offer, solicitation or sale of any of the Company’s securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such state or jurisdiction.
About Pop Culture Group Co., Ltd
Headquartered in Xiamen, China, Pop Culture Group Co., Ltd is a hip-pop culture company. The Company aims to promote hip-hop culture and its values of love, peace, unity, respect, and having fun, and to promote cultural exchange with respect to hip-hop between the United States and China. With the values of hip-hop culture at core and the younger generation as our primary target audience, the Company hosts entertainment events, operates hip-hop related online programs, and provides event planning and execution services and marketing services to corporate clients. The Company has in recent years focused on developing and hosting its own hip-hop events. For more information, visit the company’s website at http://ir.popinter.cn/.
Forward-Looking Statements
All statements other than statements of historical fact in this announcement are forward-looking statements, including but not limited to, the Company’s proposed Offering. These forward-looking statements involve known and unknown risks and uncertainties and are based on current expectations and projections about future events and financial trends that the Company believes may affect its financial condition, results of operations, business strategy, and financial needs, including the expectation that the Offering will be successfully completed. Investors can identify these forward-looking statements by words or phrases such as “may,” “will,” “expect,” “anticipate,” “aim,” “estimate,” “intend,” “plan,” “believe,” “potential,” “continue,” “is/are likely to,” or other similar expressions. The Company undertakes no obligation to update forward-looking statements to reflect subsequent occurring events or circumstances, or changes in its expectations, except as may be required by law. Although the Company believes that the expectations expressed in these forward-looking statements are reasonable, it cannot assure you that such expectations will turn out to be correct, and the Company cautions investors that actual results may differ materially from the anticipated results and encourages investors to review other factors that may affect its future results in the Company’s registration statement and in its other filings with the SEC.
For more information, please contact:
Pop Culture Group Co., Ltd
Investor Relations Department
Email: ir@520pop.com
Ascent Investors Relations LLC
Tina Xiao
President
Phone: 917-609-0333
Email: tina.xiao@ascent-ir.com
Exhibit 99.2
Pop Culture Group Co., Ltd Announces Closing of Initial Public Offering
Xiamen, China, July 2, 2021 /PRNewswire/ – Pop Culture Group Co., Ltd (the “Company”) (Nasdaq: CPOP), a hip-pop culture company in China, today announced the closing of its initial public offering (the “Offering”) of 6,200,000 Class A Ordinary Shares at a public offering price of US$6.00 per share.
The Company received aggregate gross proceeds of US$37.2 million from the Offering, before deducting underwriting discounts and other related expenses. In addition, the Company granted the underwriters a 45-day option to purchase up to an additional 930,000 Class A Ordinary Shares at the public offering price, less underwriting discounts. The Class A Ordinary Shares began trading on the Nasdaq Global Market on June 30, 2021 under the ticker symbol “CPOP.”
Proceeds from the Offering will be used to develop and operate online content, develop a street dance training business, create derivative works of hip-hop intellectual properties, and develop hip-hop events, and for working capital and other general corporate purposes.
The Offering was conducted on a firm commitment basis. Network 1 Financial Securities, Inc. and Valuable Capital Limited acted as the underwriters for the Offering. Hunter Taubman Fischer & Li LLC acted as counsel to the Company, and VCL Law LLP acted as counsel to the underwriters in connection with the Offering.
A registration statement on Form F-1 relating to the Offering was filed with the Securities and Exchange Commission (the “SEC”) (File Number: 333-253777) and was declared effective by the SEC on June 29, 2021, and a registration statement filed pursuant to Rule 462(b) (File No. 333-257541), which increased the number of registered shares from 7,320,000 to 7,564,000, became effective upon filing with the SEC. The Offering was made only by means of a prospectus, forming a part of the registration statement. Copies of the final prospectus relating to the Offering may be obtained from Network 1 Financial Securities, Inc. by email at jsun@netw1.com, by calling +1 (800)-886-7007, or by standard mail to Network 1 Financial Securities, Inc., 2 Bridge Avenue, Suite 241 Red Bank, NJ 07701. In addition, a copy of the prospectus relating to the Offering may be obtained via the SEC’s website at www.sec.gov.
Before you invest, you should read the prospectus and other documents the Company has filed or will file with the SEC for more complete information about the Company and the Offering. This press release does not constitute an offer to sell, or the solicitation of an offer to buy any of the Company’s securities, nor shall such securities be offered or sold in the United States absent registration or an applicable exemption from registration, nor shall there be any offer, solicitation or sale of any of the Company’s securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such state or jurisdiction.
About Pop Culture Group Co., Ltd
Headquartered in Xiamen, China, Pop Culture Group Co., Ltd is a hip-pop culture company. The Company aims to promote hip-hop culture and its values of love, peace, unity, respect, and having fun, and to promote cultural exchange with respect to hip-hop between the United States and China. With the values of hip-hop culture at core and the younger generation as our primary target audience, the Company hosts entertainment events, operates hip-hop related online programs, and provides event planning and execution services and marketing services to corporate clients. The Company has in recent years focused on developing and hosting its own hip-hop events. For more information, visit the company’s website at http://ir.popinter.cn/.
Forward-Looking Statements
All statements other than statements of historical fact in this announcement are forward-looking statements. These forward-looking statements involve known and unknown risks and uncertainties and are based on current expectations and projections about future events and financial trends that the Company believes may affect its financial condition, results of operations, business strategy and financial needs. Investors can identify these forward-looking statements by words or phrases such as “may,” “will,” “expect,” “anticipate,” “aim,” “estimate,” “intend,” “plan,” “believe,” “potential,” “continue,” “is/are likely to,” or other similar expressions. The Company undertakes no obligation to update forward-looking statements to reflect subsequent occurring events or circumstances, or changes in its expectations, except as may be required by law. Although the Company believes that the expectations expressed in these forward-looking statements are reasonable, it cannot assure you that such expectations will turn out to be correct, and the Company cautions investors that actual results may differ materially from the anticipated results and encourages investors to review other factors that may affect its future results in the Company’s registration statement and in its other filings with the SEC.
For more information, please contact:
Pop Culture Group Co., Ltd
Investor Relations Department
Email: ir@520pop.com
Ascent Investors Relations LLC
Tina Xiao
President
Phone: 917-609-0333
Email: tina.xiao@ascent-ir.com