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, 2018.
Commission File Number: 001-38146
ZK INTERNATIONAL group Co., Ltd.
(T ranslation of registrant’s name into English)
c/o Zhejiang Zhengkang Industrial Co., Ltd.
No. 678 Dingxiang Road, Binhai Industrial Park
Economic& Technology Development Zone
Wenzhou, Zhejiang Province
People’s Republic of China 325025
Tel: +86-577-86852999
(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): ¨
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): ¨
Formation of a subsidiary
On March 23, 2018, the Company incorporated a new subsidiary, ZK International Uganda Limited, under the laws of the Republic of Uganda, of which the Company owns 80% of the shares issued. The newly formed subsidiary is currently not engaging in any business but plans to seek such opportunities that would complement and diversify the current business operations of the Company.
Forward-Looking Statements:
Certain statements in this Current Report on Form 6-K contain forward-looking statements regarding, among other things, the Company’s plans, strategies and prospects, both business and financial. Without limiting the generality of the foregoing, words such as “may,” “will,” “expect,” “believe,” “anticipate,” “intend,” “could,” “estimate” or “continue” or the negative or other variations thereof or comparable terminology are intended to identify forward-looking statements. In addition, any statements that refer to expectations, projections or other characterizations of future events or circumstances are forward-looking statements. These forward-looking statements are not guarantees of future performance and are subject to certain risks, uncertainties and assumptions that are difficult to predict and many of which are beyond the control of the Company. Actual results may differ from those projected in the forward-looking statements due to risks and uncertainties, as well as other risk factors that are described more fully in Company’s filings with the SEC. Although the Company believes that the assumptions underlying the forward-looking statements are reasonable, any of the assumptions could prove inaccurate and, therefore, there can be no assurance that the results contemplated in forward-looking statements will be realized. In light of the significant uncertainties inherent in the forward-looking information included herein, the inclusion of such information should not be regarded as a representation by the Company or any other person that their objectives or plans will be achieved. the Company does not undertake any obligation to revise the forward-looking statements contained herein to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events.
You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this Current Report. Except to the extent required by applicable laws and regulations, the Company has no obligation to update these forward-looking statements to reflect events or circumstances after the date of this current report or to reflect the occurrence of unanticipated events.
EXHIBIT INDEX
| Exhibit No . | Description | |
| 21.1 | List of Subsidiaries | |
| 99.1 | Press Release — ZK International Renews Contract with one of Asia’s Largest Suppliers of Gas, Towngas China | |
| 99.2 | Press Release — ZK International Continues to Support China’s Silk Road Initiative by Expanding into the Multi-Billion Dollar African Stainless Steel Market. |
2
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.
| Date: March 29, 2018 | ZK INTERNATIONAL GROUP CO., LTD. | |
| By: | /s/ Jiancong Huang | |
|
Name: |
Jiancong Huang |
|
| Title: |
Chief Executive Officer and
Chairman of the Board |
|
3
Exhibit 21.1
List of Subsidiaries
| Subsidiary | Jurisdiction of incorporation or organization | |
| ZK Pipe Industry Co. Ltd. | Hong Kong SAR | |
| Wenzhou Weijia Pipeline Development Co., Ltd. | People’s Republic of China | |
| Zhejiang Zhengkang Industrial Co. Ltd. | People’s Republic of China | |
| Wenzhou Zhengfeng Industry and Trade Co. Ltd. | People’s Republic of China | |
| XSigma Corporation | British Virgin Islands | |
| ZK International Uganda Limited | The Republic of Uganda |
Exhibit 99.1
ZK INTERNATIONAL RENEWS CONTRACT WITH ONE OF ASIA'S LARGEST SUPPLIERS OF GAS, TOWNGAS CHINA
WENZHOU, China, March 27, 2018 /PRNewswire/ -- ZK International Group Co., Ltd. ( Nasdaq: ZKIN ) (“ZKIN”, “ZK International” or the “Company”), is pleased to announce that after a 400% increase in orders year-over-year, the Company has renewed its contract with Towngas China Company Limited (“Towngas China”).
Towngas China is one of the largest public utility providers in China and one of the largest suppliers of gas in Asia. With nearly $1 billion in revenue as of 2016, Towngas China has been committed to providing customers in Asia with a safe, reliable supply of gas, while working to preserve, protect and improve the environment. Towngas China has developed over 246 projects in 26 provinces, autonomous regions and municipalities directly under the Central Government. In Hong Kong alone, their gas supply network covers more than 3,600 kilometers and serves more than 188 million users. ZK International generated $1.6 million in revenue in 2017 with Towngas China, an increase of approximately 400% as compared to the same period in 2016.
Mr. Jiancong Huang, Chairman and CEO of ZK International, stated, “We are pleased that Towngas China continues to recognize ZK for its quality and innovation. ZK International is approved as a Qualified Stainless Steel Gas Pipe Supplier and has consistently passed its annual comprehensive assessment, which further solidifies our manufacturing quality, capability and integrity with globally recognized corporations such as Towngas China. Towngas China strictly enforces a high standard of selecting gas pipeline suppliers its does business with as instances of gas leakage can be fatal. As a preventative measure, Towngas China has committed to adopting more stainless steel piping systems in its future residential gas pipeline projects. The driver behind the commitment is the increased market recognition of stainless steel pipe and press-fit connection solution such as ZK’s as compared to those of traditional PVC pipes.”
ZK International’s stainless steel pipe and press-fit connection advantages:
| · | Easy installation and handling. |
| · | Connecting solution is 2.5 times faster than old-fashioned threading pipe system. |
| · | Wide choices of system design options |
| · | Easy to assemble fittings, no special tools required |
| · | Expansion of new gas appliances or additions to homes made easy |
| · | Fewer joints, less potential leak points than in galvanized pipe or copper pipe systems |
| · | No pipe cutting and threading or heavy equipment needed. |
According to The International Trade Administration, U.S. Department of Commerce, natural gas is China’s fastest growing major fuel, with demand quadrupling in the past decade. Natural gas now accounts for 6% of China’s energy demand, double the market share in 2007. In 2016, China’s consumption of natural gas grew by 6.4%, reaching 224 billion cubic meters. As China continues to move forward with its plan to replace coal with cleaner and more efficient natural gas in power generation, the demand for gas will increase steadily in the long-run. The Chinese government expects gas to provide 10% of the country’s energy by the end of the 13 th Five-year Plan period (2016-2020). As a result, a network of gas pipelines will be required to meet this demand and to supply the markets currently not being serviced.
About ZK International Group Co., Ltd.
ZK International Group Co., Ltd. is a China-based designer, engineer, manufacturer and supplier of patented high-performance stainless steel and carbon steel pipe products that require sophisticated water or gas pipeline systems. The Company owns 28 patents, 21 trademarks, 2 Technical Achievement Awards, and 10 National and Industry Standard Awards. ZK International is preparing to capitalize on the $850 Billion commitment made by the Chinese Government to improve the quality of water, which in its current supply state is 70% unfit for human contact. ZK International is Quality Management System Certified (ISO9001), Environmental Management System Certified (ISO1401), and a National Industrial Stainless Steel Production Licensee that is focused on supplying steel piping for the multi-billion dollar industries of Gas and Water sectors. ZK has supplied stainless steel pipelines for over 2,000 projects, which include the Beijing National Airport, the "Water Cube" and "Bird's Nest", which were venues for the 2008 Beijing Olympics. Emphasizing superior properties and durability of its steel piping, ZK International is providing a solution for the delivery of high quality, highly sustainable, environmentally sound drinkable water to not only to the China market but to international markets such as Europe, East Asia and Southeast Asia.
For more information please visit
www.ZKInternationalGroup.com
. Additionally, please follow the Company on
Twitter
,
Facebook
,
YouTube
,
and
Weibo
. For further information on the Company's SEC filings please visit
www.sec.gov
.
About Towngas China Co., Ltd.
Towngas China is a leading public utility provider in China and is also one of the largest city-gas supplying companies in Asia. Its operation scope includes city-gas supply, water supply, pipeline infrastructure development, and property development. It supplies gas to more than 25 Million households through its 100,000KM pipeline infrastructure. It has 131 subsidiaries and affiliates in 23 provinces of China.
Safe Harbor Statement
This news release contains forward-looking statements
within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of
1934, as amended, and as defined in the U.S. Private Securities Litigation Reform Act of 1995. Without limiting the generality
of the foregoing, words such as "may," "will," "expect," "believe," "anticipate,"
"intend," "could," "estimate" or "continue" or the negative or other variations thereof
or comparable terminology are intended to identify forward-looking statements. In addition, any statements that refer to expectations,
projections or other characterizations of future events or circumstances are forward-looking statements. These forward-looking
statements are not guarantees of future performance and are subject to certain risks, uncertainties and assumptions that are difficult
to predict and many of which are beyond the control of ZK International. Actual results may differ from those projected in
the forward-looking statements due to risks and uncertainties, as well as other risk factors that are included in the Company’s
filings with the U.S. Securities and Exchange Commission. Although ZK International believes that the assumptions underlying
the forward-looking statements are reasonable, any of the assumptions could prove inaccurate and, therefore, there can be no assurance
that the results contemplated in forward-looking statements will be realized. In light of the significant uncertainties inherent
in the forward-looking information included herein, the inclusion of such information should not be regarded as a representation
by ZK International or any other person that their objectives or plans will be achieved. ZK International does not undertake any
obligation to revise the forward-looking statements contained herein to reflect events or circumstances after the date hereof or
to reflect the occurrence of unanticipated events.
Investor Contact:
KCSA Strategic Communications
Valter Pinto, Managing Director
PH: +1 (212) 896-1242
ZKInternational@KCSA.com
Exhibit 99.2
ZK INTERNATIONAL CONTINUES TO SUPPORT CHINA'S SILK ROAD INITIATIVE BY EXPANDING INTO THE MULTI-BILLION DOLLAR AFRICAN STAINLESS STEEL MARKET
ZK International Initially Targets $18 Billion Dollar Ugandan Project
WENZHOU, China, March 29, 2018 /PRNewswire/ -- ZK International Group Co., Ltd. ( Nasdaq: ZKIN ) (“ZKIN”, “ZK International” or the “Company”), is pleased to announce that it is looking to expand its business operations into the emerging multi-billion dollar metal pipe market located in Africa. ZK International is initially targeting Uganda, one of the leading countries in East Africa, for its growth in the Oil and Gas sectors.
Uganda enjoys four strategic advantages, which has further deepened its cooperation with China, including stable political environment, rich natural and human resources, comparatively favourable geographic location and fraternal relations between China and Uganda. According to the Uganda Investment Authority, China is one of Uganda's top sources of foreign direct investment. The Asian country is heavily investing in the country's transport and energy infrastructure.
ZK International is looking to expand its business operations in Uganda as it eyes the Ugandan government’s oil and gas initiative to build a 1,445 KM pipeline from Lake Albert in Uganda to the Port of Tanga in Tanzania. The Ugandan Upstream Oil and Gas Development Project is focused on three major projects on the shores of Lake Albert with Tullow Oil, Total, and China National Offshore Oil Corporation (CNOOC) as partners. These projects combined are estimated to cost approximately $18.46 billion, or $17.50/barrel.
These projects are somewhat challenging due to their remoteness, complex geology and waxy crude oils that are difficult to transport to market. ZK International is confident that their patented piping system will be able to handle the terrain and crude oil for not only Uganda, but neighboring countries in East Africa as well.
ZK International has incorporated a wholly owned subsidiary, ZK International Uganda Limited, in Uganda and will now begin the process of Uganda Revenue Authority (URA) Registration that will include the process of Tax Identification and clearance to begin bidding on the contracts being offered by The Petroleum Authority of Uganda (PAU) ( www.pau.go.ug ).
Mr. Jiancong Huang, CEO of ZK International, stated, “This is an important opportunity for us to expand our growth outside of China. Africa is ever developing and its focus on this massive infrastructure shows their commitment to maximizing the utilization of their vast resources. We are pleased to be able to establish ourselves in a potential multi-billion dollar market such as Africa. The next steps of URA Registration are underway and we expect to get clearance to start the bidding process.”
About ZK International Group Co., Ltd.
ZK International Group
Co., Ltd. is a China-based designer, engineer, manufacturer and supplier of patented high-performance stainless steel and
carbon steel pipe products that require sophisticated water or gas pipeline systems. The Company owns 28 patents, 21 trademarks,
2 Technical Achievement Awards, and 10 National and Industry Standard Awards. ZK International is preparing to capitalize
on the $850 Billion commitment made by the Chinese Government to improve the quality of water, which in its current supply
state is 70% unfit for human contact. ZK International is Quality Management System Certified (ISO9001), Environmental Management
System Certified (ISO1401), and a National Industrial Stainless Steel Production Licensee that is focused on supplying steel piping
for the multi-billion dollar industries of Gas and Water sectors. ZK has supplied stainless steel pipelines for over 2,000
projects, which include the Beijing National Airport, the "Water Cube" and "Bird's Nest", which were venues
for the 2008 Beijing Olympics. Emphasizing superior properties and durability of its steel piping, ZK International is providing
a solution for the delivery of high quality, highly sustainable, environmentally sound drinkable water to not only to the China market
but to international markets such as Europe, East Asia and Southeast Asia.
For more information please visit
www.ZKInternationalGroup.com
. Additionally, please follow the Company on
Twitter
,
Facebook
,
YouTube
,
and
Weibo
. For further information on the Company's SEC filings please visit
www.sec.gov
.
Safe Harbor Statement
This news release contains
forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the
Securities Exchange Act of 1934, as amended, and as defined in the U.S. Private Securities Litigation Reform Act of 1995. Without
limiting the generality of the foregoing, words such as "may," "will," "expect," "believe,"
"anticipate," "intend," "could," "estimate" or "continue" or the negative or
other variations thereof or comparable terminology are intended to identify forward-looking statements. In addition, any statements
that refer to expectations, projections or other characterizations of future events or circumstances are forward-looking statements.
These forward-looking statements are not guarantees of future performance and are subject to certain risks, uncertainties and assumptions
that are difficult to predict and many of which are beyond the control of ZK International. Actual results may differ from
those projected in the forward-looking statements due to risks and uncertainties, as well as other risk factors that are included
in the Company’s filings with the U.S. Securities and Exchange Commission. Although ZK International believes that the
assumptions underlying the forward-looking statements are reasonable, any of the assumptions could prove inaccurate and, therefore,
there can be no assurance that the results contemplated in forward-looking statements will be realized. In light of the significant
uncertainties inherent in the forward-looking information included herein, the inclusion of such information should not be regarded
as a representation by ZK International or any other person that their objectives or plans will be achieved. ZK International does
not undertake any obligation to revise the forward-looking statements contained herein to reflect events or circumstances after
the date hereof or to reflect the occurrence of unanticipated events.
Investor Contact:
KCSA Strategic Communications
Valter Pinto, Managing Director
PH: +1 (212) 896-1242
ZKInternational@KCSA.com