Form 6-K - Report of foreign issuer [Rules 13a-16 and 15d-16]
23 Août 2024 - 10:05PM
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 August 2024
Commission File Number: 001-40543
Pop Culture Group Co., Ltd
3rd Floor, No. 168 Fengqi Road
Jimei District, Xiamen City, Fujian Province
The People’s Republic of China
(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 ☐
On August 23, 2024, Pop Culture
Group Co., Ltd, a Cayman Islands company (the “Company”), closed a private placement (the “Private Placement”)
pursuant to certain subscription agreements dated August 6, 2024 with 12 investors (the “Subscribers”). The Company issued
and sold an aggregate of 10,000,000 Class A ordinary shares, par value $0.01 per share, to the Subscribers at a price of $1.00 per share
and received gross proceeds of $10 million. The Class A ordinary shares in the Private Placement were issued in reliance on Rule 902 of
Regulation S promulgated under the Securities Act of 1933, as amended, and the Subscribers represented that they were not residents of
the United States or “U.S. persons” as defined in Rule 902(k) of Regulation S and were not acquiring the ordinary shares for
the account or benefit of any U.S. person. The management of the Company will have sole and absolute discretion concerning the use of
the proceeds from the Private Placement.
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.
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Pop Culture Group Co., Ltd |
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Date: August 23, 2024 |
By: |
/s/ Zhuoqin Huang |
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Name: |
Zhuoqin Huang |
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Title: |
Chief Executive Officer |
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