UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C.  20549

 

 

  

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): April 16, 2020
 
WEYLAND TECH, INC.

(Exact Name of Registrant as Specified in its Charter)

 

Delaware   000-51815   46-5057897

(State or Other Jurisdiction

of Incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

85 Broad Street, 16-079

New York, New York 10004

(Address of Principal Executive Offices)

 

Registrant’s telephone number, including area code: (808) 829-1057

 

N/A

(Former Name of Former Address, if Changed Since Last Report) 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

☐    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

☐    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

☐    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

☐    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class   Trading Symbol(s)   Name of each exchange on which registered
None   N/A   N/A

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company  ☐  

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐

 

 

 

 

 

 

Item 7.01  Regulation FD Disclosure.

 

On April 16, 2020, Weyland Tech, Inc., a Delaware corporation (the “Company”), released a letter to its shareholders discussing recent corporate developments. A copy of this shareholder letter is attached hereto as Exhibit 99.1 and is being furnished with this Current Report on Form 8-K (“Current Report”).

 

The information set forth under Item 7.01 of this Current Report, including Exhibit 99.1 attached hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of such section. The information in Item 7.01 of this Current Report, including Exhibit 99.1, shall not be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any incorporation by reference language in any such filing, except as expressly set forth by specific reference in such a filing. This Current Report will not be deemed an admission as to the materiality of any information in this Current Report that is required to be disclosed solely by Regulation FD.

 

Forward Looking Statements

 

This Current Report, including Exhibit 99.1, contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. All statements other than statements of historical fact contained in this Current Report and Exhibit 99.1, including statements regarding planned Nasdaq listing, are forward-looking statements. These statements involve known and unknown risks, uncertainties and other important factors that may cause the Company’s actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements.

 

In addition, projections, assumptions and estimates of the Company’s future performance and the future performance of the markets in which the Company operates are necessarily subject to a high degree of uncertainty and risk. In some cases, you can identify forward-looking statements by terms such as “may,” “will,” “would,” “could,” “should,” “expect,” “plan,” “anticipate,” “intend,” “target,” “project,” “contemplate,” “believe,” “estimate,” “predict,” “potential” or “continue” or the negative of these terms or other similar expressions. The forward-looking statements in this Current Report, including Exhibit 99.1, are only predictions. The Company has based these forward-looking statements largely on its current expectations and projections about future events and financial trends that the Company believes may affect its financial condition, operating results, business strategy, short-term and long-term business operations and objectives. These forward- looking statements speak only as of the date of this Current Report and are subject to a number of risks, uncertainties and assumptions. The events and circumstances reflected in such forward-looking statements may not be achieved or occur and actual results could differ materially from those projected in the forward-looking statements. Moreover, the Company operates in a very competitive and rapidly changing environment. New risks and uncertainties may emerge from time to time, and it is not possible for the Company to predict all risks and uncertainties. Except as required by applicable law, the Company does not plan to publicly update or revise any forward-looking statements contained herein, whether as a result of any new information, future events, changed circumstances or otherwise.

  

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits.

 

Exhibit No.   Description
     
99.1   Letter to Shareholders, dated April 16, 2020.

 

1

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

  WEYLAND TECH, INC.
     
Dated: April 16, 2020 By: /s/ Brent Y. Suen
    Brent Y. Suen
    President and Chief Executive Officer

 

 

 

2

 

 

Exhibit 99.1

 

 

Dear Valued Fellow Shareholder:

 

As we face the continued spread of the COVID-19 pandemic, I want to keep you apprised of the state of Weyland Tech and our plans for success under the current economic climate.

 

The timely filing of our Annual Report on Form 10-K for 2019, which we accomplished, and our uplisting initiative to the Nasdaq Capital Market, which remains pending, have both been topics of particular interest to investors. Internally, we have been focused on protecting the health and safety of our staff and those around us, while continuing to consistently build the company during these unprecedented times.

 

Over the past several weeks, as governments and healthcare providers combat the virus and work to mitigate its spread, there are common challenges faced by many companies around the world. As you know, Weyland Tech is a global company, and this means we have clients in many countries affected by the pandemic. Fortunately, our technology infrastructure has allowed us to pivot to a digital or virtual work environment without business or service interruption. So, for Weyland Tech, it has been largely business as usual while we do our best to adhere to the evolving government guidelines, including around social distancing and travel restrictions.

 

Also, fortunately, we’ve come off a strong 2019 as a year of transition and positioning for future growth that underpins shareholder value. There are several important company milestones worth highlighting:

 

Q4 and Full Year 2019 Financial Highlights

 

● Q4 2019 revenue, comprised of recurring subscription fees, totaled a record US$10.0 million, up 11% from the previous quarter and up 86% from the year-ago quarter.
   
● Full-year 2019 revenue increased 53% to a record US$34.6 million.
   
● Full-year 2019 gross profit increased 55% to US$6.2 million, with gross margin improving 30 basis points to 18.0%
   
● Cash and cash equivalents totaled US$3.0 million at December 31, 2019.

Q4 2019 Operational Highlights

 

● Entered agreement to acquire the assets and operations of the eCommerce technology company, Push Interactive, which closed on January 8, 2020.
   
● Increased adoption of our CreateApp mobile app solution for small and medium-sized businesses, which included new customers as well as existing customers subscribing to additional features and modules. Our CreateApp user base, comprised of businesses across Southeast Asia, grew 47% last year to more than 360,000.
   
● Acquired 31% beneficial ownership of PT Weyland Indonesia Perkasa, owner and operator of the fast-growing AtozPay™ and AtozGo™ platforms. AtozGo, a short distance food delivery service in Jakarta, Indonesia, addresses the need for a hyper-local, pedestrian-powered food delivery service that can make food delivery from local establishments quick and easy for office workers and urbanites. In the eight months since its launch, lunchtime deliveries have scaled to more than 100,000 customers.

 

Nasdaq Uplist Update

 

We remain committed to listing Weyland Tech common stock on the Nasdaq Capital Market, which represents an opportunity to expand awareness of the company among U.S. investors. We also believe it will also support additional sources of funding as we work to complete our expansion into U.S. markets for our innovative products and service offerings.

 

The considerable progress we have made in product development, strengthening our intellectual property portfolio, and the successful acquisition of Push Interactive all underlie the continued focus of this decision. The reverse stock split in Q1 2020 was a necessary step toward meeting Nasdaq’s listing requirements, and we continue to work within their review framework for the anticipated listing.

 

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These are unprecedented times, with a ‘new normal’ of working remotely and with constrained access to people and resources. However, I share with many of my fellow shareholders an eagerness to list on a major U.S. exchange and better position Weyland for growth. As these progresses, we will continue to update you as we learn more.

 

Looking Ahead

 

For Weyland’s business, we remain optimistic about the continued demand for our products and services. This year, more than ever, I look forward to Weyland Tech hitting key milestones and transitioning to a more commercially successful, profitable business. I hope you share my vision that our best days are ahead of us. We will continue to follow best business and safety practices while operating the company at the highest governance standards.

As our valued shareholder, I appreciate your continued patience and support. Given the great value we have created together with Weyland Tech that has yet to be recognized by the market, I believe that soon your patience will be well rewarded.

 

Yours truly,

 

/s/ Brent Suen  
Brent Suen  

Chief Executive Officer

Weyland Tech, Inc.

 

Important Cautions Regarding Forward Looking Statements

 

This shareholder letter contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. All statements other than statements of historical fact contained in this letter, including statements regarding planned Nasdaq listing, are forward-looking statements. These statements involve known and unknown risks, uncertainties and other important factors that may cause the Company’s actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. In addition, projections, assumptions and estimates of the Company’s future performance and the future performance of the markets in which the Company operates are necessarily subject to a high degree of uncertainty and risk. In some cases, you can identify forward-looking statements by terms such as “may,” “will,” “would,” “could,” “should,” “expect,” “plan,” “anticipate,” “intend,” “target,” “project,” “contemplate,” “believe,” “estimate,” “predict,” “potential” or “continue” or the negative of these terms or other similar expressions. The forward-looking statements in this letter are only predictions. The Company has based these forward-looking statements largely on its current expectations and projections about future events and financial trends that the Company believes may affect its financial condition, operating results, business strategy, short-term and long-term business operations and objectives. These forward- looking statements speak only as of the date of this Current Report and are subject to a number of risks, uncertainties and assumptions. The events and circumstances reflected in such forward-looking statements may not be achieved or occur and actual results could differ materially from those projected in the forward-looking statements. Moreover, the Company operates in a very competitive and rapidly changing environment. New risks and uncertainties may emerge from time to time, and it is not possible for the Company to predict all risks and uncertainties. Except as required by applicable law, the Company does not plan to publicly update or revise any forward-looking statements contained herein, whether as a result of any new information, future events, changed circumstances or otherwise.

 

 

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