Business Context and Reporting Period
This Form 6-K filing by Niu Technologies, dated April 21, 2023, serves as a supplemental submission pursuant to Item 16I(a) of Form 20-F. The report addresses requirements under the Holding Foreign Companies Accountable Act (HFCAA) regarding the Company's ownership structure and potential control by a governmental entity in mainland China.
Key Financial Metrics
The filing text does not provide a clear value for revenue, profit, cash flow, margins, debt, or liquidity. This document focuses exclusively on corporate governance and ownership disclosure rather than financial performance.
Material Changes and Ownership Structure
The Company asserts it is not owned or controlled by a governmental entity in mainland China. As of February 28, 2023, the following shareholders beneficially owned 5% or more of the Company's total outstanding ordinary shares or aggregate voting power:
- Glory Achievement Fund Limited: Beneficially owned 28.0% of total outstanding shares and held 21.2% of aggregate voting power. This entity is ultimately linked to Mr. Yi'nan Li via a Cayman Islands trust structure.
- Niu Holding Inc.: Beneficially owned 6.4% of total outstanding shares and held 19.5% of aggregate voting power. Ownership is linked to Mr. Token Yilin Hu and Mr. Carl Chuankai Liu through BVI entities.
- ELLY Holdings Limited: Beneficially owned 4.8% of total outstanding shares and held 13.4% of aggregate voting power. This entity is wholly owned by Dr. Yan Li.
The Company notes that no other shareholder beneficially owned 5% or more of the total outstanding shares or voting power as of the reporting date.
Guidance, Risks, and Contingencies
HFCAA Status: In May 2022, the Company was identified by the SEC as a Commission-Identified Issuer under the HFCAA due to its auditor, KPMG Huazhen LLP, being headquartered in mainland China. The filing notes that the PCAOB vacated its previous determination regarding the inability to inspect firms in mainland China in December 2022.
Governmental Control: The Company states it is not aware of any governmental entity in mainland China possessing the power to direct its management or policies through ownership, contract, or otherwise.
Outlook: The filing text does not provide a clear value for future guidance or management commentary on business operations.
Investor Verification Checklist
- Verify the Company's current status regarding the HFCAA and whether the PCAOB's December 2022 determination has resolved the delisting risk.
- Confirm the beneficial ownership percentages of Mr. Yi'nan Li, Mr. Token Yilin Hu, and Dr. Yan Li as disclosed in the trust structures.
- Review the Company's most recent Form 20-F (filed April 21, 2023) for actual financial performance metrics, as this 6-K filing contains none.
- Monitor for any future changes in the ownership structure that might trigger new HFCAA reporting requirements.