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 May 2020

 

Commission file number: 001-38170

 

NEWATER TECHNOLOGY, INC.

(Registrant's name)

 

c/o Yantai Jinzheng Eco-Technology Co., Ltd.

1 Ruida Road, Laishan District, Yantai City

Shandong Province

People’s Republic of China 264000

 

(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): £

____________________

 

 

 

 

Explanatory Note:

 

On May 12, 2020, Newater Technology, Inc. (the “Registrant”) issued a press release announcing the receipt of a preliminary non-binding “going private” proposal at $3.10 per common share. A copy of the press release is attached hereto as Exhibit 99.1.

 

 

 

EXHIBIT INDEX

Number   Description of Exhibit
99.1   Press release dated May 12, 2020 announcing the receipt of a preliminary non-binding “Going Private” proposal of $3.10 per share.

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

 

  NEWATER TECHNOLOGY, INC.
   
  By:  /s/ Yuebiao Li
    Yuebiao Li
    Chairman and Chief Executive Officer

Dated: May 12, 2020


 

 

 

 

Exhibit 99.1

 

Newater Technology, Inc. Announces Receipt of Preliminary Non-Binding "Going Private" Proposal at $3.10 per Common Share

 

YANTAI, China, May 12, 2020 /PRNewswire/ -- Newater Technology, Inc. (NASDAQ: NEWA) ("NEWA", or the "Company"), a developer, service provider and manufacturer of membrane filtration products and related hardware and engineered systems that are used in the treatment, recycling and discharge of wastewater, today announced that its Board of Directors has received a preliminary non-binding proposal letter dated May 12, 2020 from its Chairman and Chief Executive Officer, Mr. Yuebiao Li ("Mr. Li"), and its Chief Financial Officer, Ms. Zhuo Zhang ("Ms. Zhang, together with Mr. Li, the "Buyer Group"), to acquire all of the outstanding shares of the Company not currently owned by the Buyer Group and their respective affiliates and certain other shareholders of the Company who may choose to join the Buyer Group in a going private transaction (the "Acquisition") for US$3.1 per share of the Company in cash.

According to the proposal letter, the Acquisition is intended to be financed through debt and/or equity capital, where equity capital will be provided at least in part by the Buyer Group in the form of rollover equity in the Company.

The Company's Board of Directors has formed a special committee of independent directors (the "Independent Committee") consisting of Ms. Zhicun Chen, Mr. Hengtong Li and Mr. Yan Shen, to consider this proposal. Ms. Zhicun Chen will serve as chairman of the Independent Committee. The Independent Committee will retain a financial advisor and legal counsel to assist it in its work.

The Board of Directors cautions the Company's shareholders and others considering trading in its securities that the Board just received the preliminary non-binding proposal from the Buyer Group and no decisions have been made by the Independent Committee with respect to the Company's response to the proposal. There can be no assurance that any definitive offer will be made, that any agreement will be executed or that this or any other transaction will be approved or consummated.

ABOUT NEWATER TECHNOLOGY INC

Founded in 2012 and headquartered in Yantai, China, Newater, operating its business through its wholly owned subsidiary Yantai Jinzheng Eco-Technology Co. Ltd., specializes in the development, manufacture and sale of DTRO (Disk Tube Reverse Osmosis) and DTNF (Disk Tube Nano-Filtration) membranes for waste water treatment, recycling and discharge. Newater provides integrated technical solutions in engineering support and installation, technical advice and water purification services, and other project-related solutions to turn wastewater into valuable clean water. More information about the Company can be found at www.dtNEWA.com.

 

 

The Company's core business includes:

 •   Reuse of high quality reclaimed water;
 •   High-salt and high-polluting wastewater treatment and near zero-liquid discharge;
 •   Highly efficient treatment of Landfill leachate; and
 •   Utilization of acid or alkali-containing wastewater as resources

More information about the Company can be found at: www.dtNEWA.com

FORWARD-LOOKING STATEMENTS

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. Specifically, the Company's statements regarding the Acquisition are 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 water filtration industry in China; reputation and brand; the impact of competition and pricing; government regulations; fluctuations in general economic and business conditions in China and assumptions underlying or related to any of the foregoing and other risks contained in reports filed by the Company with the Securities and Exchange Commission. 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 U.S. Securities and Exchange Commission, 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:

Company Investor Relations
   
Ning Liu     Senior Manager Fan Wang    IR Director 
   
NEWATER TECHNOLOGY INC.  MMTEC, INC.  
   
Phone: +86 (535) 8012999 Phone: +86 13681276957 
            +86 15063837878  
   
Email: office@dtnewa.com Emailwangfan@xgujia.com