Report of Foreign Issuer Pursuant to Rule 13a-16 or 15d-16 (6-k)
August 15 2022 - 4:56PM
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 OF THE
SECURITIES EXCHANGE ACT OF 1934
For the month of August 2022
Commission File Number 001-41385
Visionary Education Technology Holdings Group
Inc.
(Translation of registrant’s name into English)
200 Town Centre Blvd.
Suite 408A
Markham, Ontario, Canada L3R 8G5
905-739-0593
(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.
Visionary Education & Service Management Inc., our wholly-owned
subsidiary, entered into a nonbinding Letter of Intent (the “LOI”) on August 8, 2022, with Beijing InnoBuddy Technology
Co., Ltd. (“IBT”), an education technology company in Beijing, China, to acquire 75% equity interest of IBT’s wholly-owned
Shanghai Jinhuiercheng Technology Co., Ltd. (“SmartStudy”). The LOI is subject to our due diligence and the negotiation and
execution of a definitive stock purchase agreement. The parties agreed to proceed in good faith with the transaction and IBT and SmartStudy
agreed to not to participate in any solicitation or to accept any offer from any third party seeking or inquiring about the acquisition
of SmartStudy until December 31, 2022.
SmartStudy has an international education
platform, Smart system, and related intellectual property rights, and six directly operated Online-Merge-Offline (“OMO”) learning
centers in Shanghai and approximately 100 SmartStudy school customers in China. It provides standardized and personalized online and offline
learning platforms for students in grades 9-12 internationally, using artificial intelligence and deep learning technologies.
Pursuant to the LOI, we intend to purchase 75%
of the shares of SmartStudy and pay IBT $7.2 million in cash. After the acquisition of these shares, IBT shall hold the
remaining 25% of the shares.
SIGNATURES
Pursuant to the requirements of Section 12
of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereto
duly authorized.
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VISIONARY EDUCATION TECHNOLOGY HOLDINGS GROUP INC. |
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Date: August 15, 2022 |
By: |
/s/ Guiping Xu |
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Guiping Xu |
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Chief Executive Officer |
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