Form 6-K

 

 

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

OF THE SECURITIES EXCHANGE ACT OF 1934

March 2019

 

 

Commission File Number: 001-38644

 

 

QUTOUTIAO INC.

 

 

11/F, Block 3, XingChuang Technology Center

Shen Jiang Road 5005

Pudong New Area, Shanghai, 200120

People’s Republic of China

(Address of principal executive offices)

 

 

Indicate by check mark whether the registrant files or will file annual reports under cover 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): N/A

 

 

 


TABLE OF CONTENTS

Exhibit 99.1 — Press release: Qutoutiao Announces Investment by Alibaba

Exhibit 99.2 — Press release: Qutoutiao Inc. Announces Proposed Follow-on Public Offering of American Depositary Shares

 

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SIGNATURE

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.

 

QUTOUTIAO INC.
By:  

/s/ Jingbo Wang

Name:   Jingbo Wang
Title:   Chief Financial Officer

Date: March 29, 2019

 

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EX-99.1

Exhibit 99.1

Qutoutiao Announces Investment by Alibaba

SHANGHAI, China, March 28, 2019 (GLOBE NEWSWIRE) – Qutoutiao Inc. (“Qutoutiao” or the “Company”) (NASDAQ: QTT), a leading mobile content platform company in China, today announced that the Company has entered into a convertible loan agreement with Alibaba Investment Limited, an affiliate of Alibaba Group (“Alibaba”).

Pursuant to the agreement, Alibaba will advance approximately US$171 million in aggregate principal amount of convertible loan (the “Convertible Loan”) to Qutoutiao. The Convertible Loan will be convertible into Class A ordinary shares of Qutoutiao (the “Shares”) at Alibaba’s option at a conversion price of US$60 per share, equivalent to US$15 per ADS. Upon full conversion of the Convertible Loan, the Company will issue new shares to Alibaba, representing approximately 4.0% of the Company’s share capital as of the date hereof. Interest of 3% per annum will accrue on the Convertible Loan, which will be waived in case of conversion or payable at maturity. The Convertible Loan will mature in three years, unless previously repaid or converted in accordance with their terms prior to such date.

About Qutoutiao Inc.

Qutoutiao Inc. operates innovative and fast growing mobile content platforms in China with a mission to bring fun and value to its users. The eponymous flagship mobile application, Qutoutiao, meaning “fun headlines” in Chinese, applies artificial intelligence-based algorithms to deliver customized feeds of articles and short videos to users based on their unique profiles, interests and behaviors. Qutoutiao has attracted a large group of loyal users, many of which are from lower-tier cities in China. They enjoy Qutoutiao’s fun and entertainment-oriented content as well as its social-based user loyalty program. Launched in May 2018, Midu is a pioneer in offering free literature supported by advertising as an alternative to the traditional paid-subscription model in the online literature industry. The Company will keep innovating to bring more exciting products to users, and strive towards creating a leading global online content ecosystem.

Safe Harbor Statement

This announcement contains forward-looking statements. These statements are made under the “safe harbor” provisions of the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements can be identified by terminology such as “will,” “expects,” “anticipates,” “future,” “intends,” “plans,” “believes,” “estimates,” “confident” and similar statements. Among other things, statements regarding the expected closing of the transaction in this announcement are or contain forward-looking statements. Forward-looking statements involve inherent risks and uncertainties. A number of factors could cause actual results to differ materially from those contained in any forward-looking statement, including but not limited to, those included in Qutoutiao’s filings with the SEC. All information provided in this press release is as of the date of this press release, and Qutoutiao does not undertake any duty to update such information, except as required under applicable law.


For investor and media inquiries, please contact:

In China:

Qutoutiao Inc.

Investor Relations

Tel: +86-21-6858-3790

E-mail: ir@qutoutiao.net

The Piacente Group, Inc.

Ross Warner

Tel: +86-10-5730-6202

E-mail: qutoutiao@tpg-ir.com

In the United States:

The Piacente Group, Inc.

Brandi Piacente

Tel: +1-212-481-2050

E-mail: qutoutiao@tpg-ir.com

EX-99.2

Exhibit 99.2

Qutoutiao Inc. Announces Proposed Follow-on Public Offering of American Depositary Shares

SHANGHAI, March 30, 2019 (GLOBE NEWSWIRE) – Qutoutiao Inc. (“Qutoutiao”, the “Company” or “We”) (NASDAQ: QTT), an innovative and fast-growing mobile content platform company in China, today announced that it filed a registration statement on FormF-1 with the U.S. Securities and Exchange Commission (the “SEC”) relating to a follow-on public offering (the “Offering”) of 8,500,000 American Depositary Shares (“ADSs”), every four of which represent one Class A ordinary share of the Company. The Company expects to offer 1,049,756 ADSs and certain selling shareholders (the “Selling Shareholders”) expect to offer 7,450,244 ADSs in aggregate in the Offering. The underwriters will have a 30-day option to purchase up to an aggregate of 1,275,000 additional ADSs from the Company.

The Company expects to use the net proceeds from the Offering for general corporate purposes. The Company will not receive any proceeds from the sale of ADSs by the Selling Shareholders.

Citigroup Global Markets Inc., Deutsche Bank Securities Inc., CLSA Limited, Jefferies LLC, Haitong International Securities Company Limited and Lighthouse Capital International Inc. are acting as joint bookrunners for the Offering.

The Company’s registration statement on Form F-1 relating to these securities, which contains the Company’s audited financial statement for the fiscal year ended December 31, 2018 and management’s discussion and analysis of financial condition and results of operations for the same period, is available at the SEC’s website at www.sec.gov. The registration statement has been filed with the SEC but has not yet become effective. These securities may not be sold nor may offers to buy be accepted prior to the time the registration statement becomes effective.

The Offering will be made only by means of a prospectus forming part of the effective registration statement. A copy of the prospectus relating to this offering may be obtained, when available, by contacting: Citigroup Global Markets Inc., Broadridge, 1155 Long Island Avenue, Bays 4-9, Edgewood, NY 11717; Deutsche Bank Securities Inc., 60 Wall Street, New York, NY 10005, United States, telephone: 800-503-4611, email: prospectus.CPDG@db.com, Attention: Prospectus Group; CLSA Limited, 18/F, One Pacific Place, 88 Queensway, Hong Kong, telephone: +852 2600 8107, or by email: ProjectFun2@CLSA.com; Jefferies LLC, Attn: Equity Syndicate Prospectus Departments, 520 Madison Avenue, 2nd Floor, New York, NY 10022, by telephone at 877-821-7388 or by email at Prospectus_Department@Jefferies.com; Haitong International Securities Company Limited, 9/F, Li Po Chun Chambers, 189 Des Voeux Road Central, Hong Kong, telephone: +852 2848 4333, or by email: ecm@htisec.com; or Lighthousecap International Inc., 3801, China Life Financial Center, 88 Yincheng Road, Pudong New Area, Shanghai, telephone: +86 21 6045 0967, or by email: Philji@lighthousecap.cn.

This announcement shall not constitute an offer to sell, or a solicitation of an offer to buy, the securities of the Company described herein, nor shall there be any offer, solicitation or sale of these securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.


About Qutoutiao Inc.

Qutoutiao Inc. operates innovative and fast-growing mobile content platforms in China with a mission to bring fun and value to its users. The eponymous flagship mobile application, Qutoutiao, meaning “fun headlines” in Chinese, applies artificial intelligence-based algorithms to deliver customized feeds of articles and short videos to users based on their unique profiles, interests and behaviors. Launched in May 2018, Midu Novels is a pioneer in offering free literature supported by advertising and has grown rapidly to become a leading player in the online literature industry. The Company will continue to bring more exciting products to users through innovation, and strive towards creating a leading global online content ecosystem.

For more information, please visit: https://ir.qutoutiao.net.

Safe Harbor Statement

This announcement contains forward-looking statements. These statements are made under the “safe harbor” provisions of the United States Private Securities Litigation Reform Act of 1995. These forward-looking statements can be identified by terminology such as “will,” “expects,” “anticipates,” “future,” “intends,” “plans,” “believes,” “estimates” and similar statements. Statements that are not historical facts, including statements about Qutoutiao’s beliefs, plans and expectations, are forward-looking statements. Forward-looking statements involve inherent risks and uncertainties. A number of factors could cause actual results to differ materially from those contained in any forward-looking statement, including but not limited to the following: Qutoutiao’s strategies; Qutoutiao’s future business development, financial condition and results of operations; Qutoutiao’s ability to retain and increase the number of users and provide quality content; competition in the mobile content feed industry; Qutoutiao’s ability to manage its costs and expenses; general economic and business conditions globally and in China; and assumptions underlying or related to any of the foregoing. Further information regarding these and other risks is included in Qutoutiao’s filings with the SEC, including the Company’s registration statement on Form F-1. All information provided in this press release is as of the date of this press release, and Qutoutiao does not undertake any obligation to update any forward-looking statement, except as required under applicable law.

For investor and media inquiries, please contact:

In China:

Qutoutiao Inc.

Investor Relations

Tel: +86-21-6858-3790

E-mail: ir@qutoutiao.net

The Piacente Group, Inc.

Ross Warner

Tel: +86-10-5730-6202

E-mail: qutoutiao@tpg-ir.com

 

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In the United States:

Qutoutiao Inc.

Oliver Yucheng Chen

E-mail: oliver@qutoutiao.net

The Piacente Group, Inc.

Brandi Piacente

Tel: +1-212-481-2050

E-mail: qutoutiao@tpg-ir.com

 

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