Report of Foreign Issuer Pursuant to Rule 13a-16 or 15d-16 (6-k)
January 27 2022 - 7:01AM
Edgar (US Regulatory)
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 January 2022
Commission File Number: 001-38397
Farmmi, Inc.
(Translation of registrant’s name into English)
Fl
1, Building No. 1, 888 Tianning Street, Liandu District
Lishui,
Zhejiang Province
People’s
Republic of China 323000
(Address of principal
executive offices)
Indicate by check mark whether the registrant files
or will file annual reports under cover 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
Explanatory
Note:
As previously filed, on November 5, 2021, the Registrant
entered into an Equity Transfer Framework Agreement with four shareholders of Shanghai Jiaoda Onlly Co., Ltd. (“Jiaoda Onlly”),
a Shanghai Stock Exchange listed company under the ticker 600530.SH. Pursuant to the Equity Transfer Framework Agreement, the Registrant’s
subsidiary Zhejiang Yitang Medical Service Co., Ltd. (“Yitang”) agreed to purchase 124,590,064 shares of Jiaoda Onlly from
China Capital Investment (Group) Co., Ltd. (CCIG) and its affiliates for approximately RMB 509 million (approximately US$79.8 million).
As of the date of this report, Yitang has paid RMB 50 million of such total purchase price.
On January 27, 2022, Yitang entered into an agreement
(the “Agreement”) to assign it obligations and rights under the Equity Transfer Framework Agreement to Shanghai Shijie Decoration
Design Engineering Co., Ltd. and Shanghai Yunjian Industrial Development Co., Ltd. (“Designated Parties”), two unrelated parties.
Pursuant to the Agreement, the Designated Parties will pay the full price under the Equity Transfer Framework Agreement to the shareholders
of Jiaoda Onlly, and the shareholders of Jiaoda Onlly will pay back the RMB50 million to Yitang which Yitang has already paid after such
shareholders receive the full payment from the Designated Parties.
The Agreement is attached as Exhibit 10.1 to this
Report on Form 6-K.
EXHIBIT INDEX
SIGNATURE
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.
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Farmmi, Inc.
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Date: January 27, 2022
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By:
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/s/ Yefang Zhang
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Yefang Zhang
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Chief Executive Officer
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