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 February 2021

  

Commission File Number 001-34738

 

Luokung Technology Corp.

 (Translation of registrant’s name into English)

     

B9-8, Block B, SOHO Phase II, No. 9, Guanghua Road, Chaoyang District, 

Beijing People’s Republic of China 100020 

(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): ☐

 

 

 

 

Closing a Registered Direct Offering

 

 

On February 16, 2021, Luokung Technology Corp. (the “Company”) closed a registered direct offering for gross proceeds of approximately $15 million. A press release announcing the closing is furnished as Exhibit 99.1 hereto.

  

Financial Statements and Exhibits

  

Exhibits.

  

Number    
99.1   Press release of Luokung Technology Corp.

 

 

 

 

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: February 16, 2021

  

  LUOKUNG TECHNOLOGY CORP.
   
  By: /s/ Xuesong Song
    Name: Xuesong Song
    Title: Chief Executive Officer

 

 

 

Exhibit 99.1

 

Luokung Technology Corp. Announces the Closing of a $15 Million Registered Direct Offering

 

BEIJING, Feb. 16, 2021 (PRNewswire) – Luokung Technology Corp. (the “Company” or “Luokung”) (NASDAQ: LKCO), today announced that it has closed a registred direct offering with certain institutional investors for $15 million of ordinary shares at a price of $0.888 per share. The Company issued a total of 16,891,892 ordinary shares and warrants for the purchase of up to 8,445,946 ordinary shares at an exercise price of $1.11 per share, which warrants will have a term of three years from the date of issuance. 

  

FT Global Capital, Inc. acted as the exclusive placement agent for the transaction.

 

Pryor Cashman LLP acted as counsel to the Company and Sheppard, Mullin, Richter & Hampton LLP acted as counsel to the placement agent in connection with the placement.

 

This press release does not constitute an offer to sell or the solicitation of an offer to buy, and these securities cannot be sold in any state in which this offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of any such state. Any offer will be made only by means of a prospectus, including a prospectus supplement, forming a part of the effective registration statement.

 

About Luokung Technology Corp.

 

Luokung Technology Corp. is one of the global leading spatial-temporal big-data processing technology companies and a leading interactive location-based services company in China. The core business brands of the Company are “Luokuang” and “Superengine”. The Company mainly provides spatial temporal big data PaaS, SaaS and DaaS intelligent services based on its self-developed patented technology which can be applied in Mobile Internet LBS, Internet Travelling, Intelligent Transportation, Automatic Drive, Smart City, Intelligent IoT, Natural Resources Exploration and Monitoring and so on. These services are integrated intelligent computing and application services for spatial temporal data which including but not limited to Satellite and UAV Remote Sensing Image Data, HD Map, 2D and 3D Internet Map, Real-time Trajectory, IoT Industrial Stream Data. For more information please go to http://www.luokung.com.

 

 

 

 

Safe Harbor Statement 

 

This press release contains certain statements that may include “forward-looking statements.” All statements other than statements of historical fact included herein are “forward-looking statements.” These forward-looking statements are often identified by the use of forward-looking terminology such as “believes,” “expects” or similar expressions, involving known and unknown risks and uncertainties. Although the Company believes that the expectations reflected in these forward-looking statements are reasonable, they do involve assumptions, risks and uncertainties, and these expectations may prove to be incorrect. You should not place undue reliance on these forward-looking statements, which speak only as of the date of this press release. The Company’s actual results could differ materially from those anticipated in these forward-looking statements as a result of a variety of factors, including the risk factors discussed in the Company’s periodic reports that are filed with the Securities and Exchange Commission and available on the SEC’s website (http://www.sec.gov). All forward-looking statements attributable to the Company or persons acting on its behalf are expressly qualified in their entirety by these risk factors. Other than as required under the applicable securities laws, the Company does not assume a duty to update these forward-looking statements.

 

CONTACT:

  

The Company:

Mr. Jay Yu

Chief Financial Officer

Tel: +86-10-5327-4727

Email: ir@luokung.com