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
For the month of March 2022
Commission File Number 001-35715
JX Luxventure Limited
(Translation of registrant’s name into English)
Bin Hai Da Dao No. 270
Lang Qin Wan Guo Ji Du Jia Cun Zong He Lou
Xiu Ying District
Haikou City, Hainan Province 570100
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 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): ☐
Note: Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders.
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): ☐
Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submitted to furnish a report or other document that the registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrant’s “home country”), or under the rules of the home country exchange on which the registrant’s securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrant’s security holders, and, if discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing on EDGAR.
On March 10, 2022, Jin Xuan Luxury Tourism (Hainan) Digital Technology Co., Ltd. (“JX Hainan”), a subsidiary of the JX Luxventure Limited, entered into and executed a Strategic Cooperation Framework Agreement on Cross-border Supply Chain of Duty Free Merchandize (the “Agreement”) with Aikayun Technology (Hainan) Co., Ltd. (“Aikayun”). Pursuant to the Agreement, JX Hainan will have the exclusive right to distribute cross-border products from Japan in the Hainan Island in the amount up to RMB1,000,000,000. The Agreement is filed herewith as Exhibit 10.1.
On March 15, 2022, the Company issued the press release furnished herewith as Exhibit 99.1
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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 15, 2022 | JX Luxventure Limited | |
| By: | /s/ Sun Lei | |
Sun Lei Chief Executive Officer | ||
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EXHIBIT INDEX
| Exhibit Number | Description | |
| 10.1 | Strategic Cooperation Framework Agreement on Cross-border Supply Chain of Duty Free Merchandize | |
| 99.1 | Press Release |
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Exhibit 10.1
Strategic Cooperation Framework Agreement on Cross-border Supply Chain of Duty-free Goods
Party A: Aikayun Technology (Hainan) Co., Ltd
Party B: JXLuxventure (Hainan) Technology Co., Ltd
Based on the friendly negotiation between Party A and Party B, and the principle of equality, mutual benefit and complementary advantages, and mutual trust, both parties have decided to establish a long-term alliance of common development with the advantage of unified resource integration, so as to obtain good social benefits. Therefore, both parties have reached the following consensus through a friendly consultation:
I. Cooperation principle
| 1. | By establishing a close, long-term and harmonious strategic cooperative partnership, both parties will give full play to their respective strengths and carry out cooperation in the fields of the duty-free cross-border supply chain in Japan and South Korea, and cross-border payment for overseas e-commerce, etc., so as to further improve overall operational efficiency, reduce operating costs and realize resource cooperation, complementary advantages, and common development. |
| 2. | The basic principles of this agreement are voluntary, win-win, mutual benefit, mutual promotion, common development, confidentiality and joint market development. |
| 3. | Both parties shall give full play to respective advantages, complement advantages, improve competitiveness, jointly develop the market. |
| 4. | This agreement is a framework agreement that defines the basic principles of cooperation between the two parties and shall serve as a guiding document for long-term cooperation between the two parties in the future, as well as the basis for signing relevant contracts between the two parties. |
II. Scope of cooperation
This cooperation agreement includes but is not limited to market development, customer loyal program, and technical service cooperation in such projects as the cross-border supply chain of duty-free products in Japan and Korea, cross-border payment of overseas shopping e-commerce, and one-item distribution of overseas shopping duty-free products in Japan and Korea.
III. Cooperation content
| 1. | Both parties agree to be each other’s long-term strategic cooperative partner. Party A shall be the platform for purchasing duty-free products in Japan, party B shall be the cross-border platform in Hainan. Party A shall exclusively supply duty-free products in Japan to Party B, and Party B shall be the exclusive supply chain partner of Party A. |
Party A shall not carry out duty-free business cooperation with other platforms that are similar to Party B within Hainan Province. Party B shall entrust Party A with full authority to purchase Japanese duty-free cross-border business. Both parties agree that the annual purchase amount is as follows: from the effective date of this contract, the purchase amount in the first year is about RMB1,000,000,000.
| 2. | For different procurement projects, both parties will sign relevant project contracts according to specific project conditions. Based on Party B’s purchase requirements, Party A shall provide Party B with a detailed quotation list, delivery date, logistics clearance, and other services. Party B shall make the quotation and guarantee to complete the relevant work as required by Party A, and guarantee that the functions, performance, delivery time, and quality of the commodities or services delivered are in accordance with the provisions of the project contract. |
| 3. | Party A and Party B may also choose to share resources and jointly develop new projects based on their actual resources. The projects jointly developed by both parties sharing resources shall be supplemented by signing another strategic cooperation agreement based on the project situation. |
IV. Method of cooperation
The specific cooperation mode, content, price, and delivery form shall be subjected to the contract separately signed by both parties.
V. Cooperation term
| 1. | This framework Agreement shall be effective upon signing by both parties. |
| 2. | Both parties are committed to establishing a long-term strategic cooperative relationship. If either party considers that the other party’s behavior infringes upon its legitimate rights and interests or for any appropriate reason, the parties may terminate this agreement by mutual agreement if they deem it unnecessary or impossible to cooperate. |
| 3. | No responsibility or consequences. Upon termination of this agreement, both parties shall immediately stop the external publicity regarding the other party. |
| 4. | If either party intends to terminate this agreement, it shall negotiate with the other party one month in advance. |
| 5. | If both parties agree to terminate this Cooperation Framework Agreement, they shall continue to perform all project contracts signed during the cooperation period until such project contracts are completed or terminated by mutual consent of both parties. |
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VI. Confidentiality
Both parties shall keep confidentiality of the business, technical information and trade secrets of the other party that they know or hold in the course of business cooperation. It shall not be disclosed to any third party without the written consent of the other party. If either party breaches this confidentiality clause and causes loss to the other party, the breaching party shall bear corresponding economic and legal liabilities.
VII. Contacts
Party A assigns Xiaolin Zhou as the contact to this Cooperation Framework Agreement. Party B assigns Tianyuan Li as the contact to this Cooperation Framework Agreement.
VIII. Supplementary provisions
| 1. | This Agreement is the basis of the strategic cooperation between the parties. If both parties reach new matters or enter into specific contracts for the cooperation of the project in the future, the subsequent agreements and contracts shall prevail. |
| 2. | Without written authorization, neither party shall use the other party’s reputation, prestige, name, and other identity rights of the company and staff involved in the project. |
| 3. | The modification, termination, and other matters not covered herein shall be separately signed by both parties in a supplementary agreement based on mutual agreement. |
| 4. | Any dispute in connection with this agreement shall be settled by both parties through friendly negotiation. If the negotiation fails, the dispute shall be under the jurisdiction of the people’s Court of the place where Party B is located. |
| 5. | This agreement is made in duplicate, with each party holding one copy. The agreement shall be effective after being sealed by both parties and have the same legal effect. |
| Party A: Aikayun Technology (Hainan) Co., Ltd | ||
| By: | ||
| March 10, 2022 | ||
| Party B: Juxventure (Hainan) Technology Co., Ltd | ||
| By: | ||
| March 10, 2022 | ||
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Exhibit 99.1
Luxventure Enters into Agreement as Exclusive Supplier of Cross-border
Merchandize from Japan and Plans for NFT based Projects
Haikou, CHINA, March 15, 2022— JX Luxventure Limited (NASDAQ: LLL) (the “Company”), a service provider delivering comprehensive solutions to global elite families with business segments covering menswear, cross-border merchandise, airfare and tourism, announced today that, on March 10, 2022, Jin Xuan Luxury Tourism (Hainan) Digital Technology Co., Ltd. (“JX Hainan”), a subsidiary of the Company, entered into and executed a Strategic Cooperation Framework Agreement on Cross-border Supply Chain of Duty Free Merchandize (the “Agreement”) with Aikayun Technology (Hainan) Co., Ltd. Pursuant to the Agreement, JX Hainan was granted an exclusive right to distribute cross-border products from Japan in the Hainan Island in the amount up to RMB1,000,000,000.
In addition, the Company plans to enter into the Metaverse by offering Non-fungible Token (“NFT”) based projects, which will be lead by its Chief Technology Officer.
Ms. Sun “Ice” Lei, Chief Executive Officer of the Company commented: “With the China’s border remain closed due to Covid restriction, there is a high demand for cross-border products from Japan. This exclusive cooperation allows JX Luxventure to be the exclusive supplier and distributor to meet such high demand. In addition, I look forward to our IT team to expand into the NFT related projects, and bring JX Luxventure into the Metaverse.”
Mr. Liu Ze, Chief Technology Officer of the Company commented: “China has set Metaverse as the growing sector for the next few years. This fits perfectly with my background as an expert in Blockchain, Internet of Things and Artificial Intelligence. I look forward to work with our R&D team to bring JX Luxventure into the Metaverse by delivering NFL based projects.”
About JX Luxventure Limited
Headquartered in Haikou, China, JX Luxventure Limited is a service provider delivering comprehensive solutions to global elite families. Its business segments cover menswear, cross-border merchandise, airfare and tourism. To learn more about the Company, please visit its corporate website at en.jxluxventure.com.
Safe Harbor Statement
This press release may contain certain “forward-looking statements” relating to the business of JX Luxventure Limited, and its subsidiary companies. All statements, other than statements of historical fact included herein, are “forward-looking statements” in nature within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements, often identified by the use of forward-looking terminology such as “believes,” “expects” or similar expressions, involve 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. Investors 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 those discussed in the Company’s periodic reports that are filed with the Securities and Exchange Commission and available on its 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 factors. Other than as required under the securities laws, the Company does not assume a duty to update these forward-looking statements.
SOURCE JX Luxventure Limited
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