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 May 2024
Commission File Number: 001-38146
ZK
INTERNATIONAL GROUP CO., LTD.
(Translation
of registrant’s name into English)
c/o Zhejiang Zhengkang Industrial Co., Ltd.
No. 678 Dingxiang Road, Binhai Industrial
Park
Economic & Technology Development Zone
Wenzhou, Zhejiang Province
People’s Republic of China 325025
Tel: +86-577-86852999
(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.
On May 6, 2024, ZK International Group Co., Ltd.
(the “Company”) issued a press release entitled “ZK International Group Co., Ltd. Granted Exception by Nasdaq Staff Regarding Form 20-F
Filing”. A copy of the press release is furnished herewith as Exhibit 99.1.
On May 7, 2024, the Company
issued a press release entitled “ZK International Group Co., Ltd. and The CF Opportunity Fund Successfully Closes $5 Million
Financing Priced at $1.59 per Share”. A copy of the press release is furnished herewith as Exhibit 99.2.
Exhibit Index
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: May 8, 2024 |
ZK INTERNATIONAL GROUP CO., LTD. |
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By: |
/s/ Jiancong Huang |
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Name: |
Jiancong Huang |
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Title: |
Chief Executive Officer and Chairman of the Board |
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Exhibit 99.1
FOR IMMEDIATE RELEASE
ZK International Group Co., Ltd. Granted Exception
by Nasdaq Staff Regarding Form 20-F Filing
WENZHOU,
China, May 6, 2024 /PRNewswire/ -- ZK International Group Co., Ltd. (Nasdaq: ZKIN) ("ZKIN," "ZK
International" or the "Company"), a global leader in the design, manufacture, and sale of high-performance
stainless steel and carbon steel pipe products, announces today that it has been granted an exception by Nasdaq Staff regarding its Form
20-F filing for the period ended September 30, 2023.
On February 20, 2024, Nasdaq Staff notified the
Company of non-compliance with Nasdaq’s filing requirements under Listing Rule 5250(c)(1) due to the absence of its Form 20-F filing.
However, following a comprehensive review and assessment of the materials submitted by the Company on April 22, 2024, Nasdaq Staff has
determined to grant an exception to enable the Company to regain compliance with the Rule.
The terms of the exception require the Company
to file the Form 20-F by June 7, 2024, as mandated by the Rule. In the event that ZK International fails to meet these terms, Nasdaq Staff
will issue written notification regarding the potential delisting of its securities. At such time, the Company retains the right to appeal
Nasdaq Staff’s determination to a Hearings Panel.
Jiangcong Huang, Chairman and CEO of ZK International,
commented, "We appreciate Nasdaq’s understanding and support as we work diligently to finalize our Form 20-F filing. Our commitment
to transparency and compliance remains unwavering, and we are confident in our ability to meet the requirements outlined in the exception
granted by Nasdaq Staff."
ZK International Group Co., Ltd. reaffirms its
dedication to maintaining the highest standards of corporate governance and transparency as it progresses towards regaining compliance
with Nasdaq listing requirements.
For more information
please visit www.ZKInternationalGroup.com. Additionally, please follow the Company
on Twitter, Facebook, YouTube,
and Weibo. For further information on the Company's SEC filings please visit www.sec.gov.
About ZK International Group Co., Ltd.:
ZK International Group Co., Ltd.
is a China-based engineering company building and investing in innovative technologies for the modern
world. With a focus on designing and implementing next-generation solutions through industrial, environmental and software engineering,
ZKIN owns 28 patents, 21 trademarks, 2 Technical Achievement Awards, and 10 National and Industry Standard Awards.
ZKIN’s
core business is to engineer and manufacture patented high-performance stainless steel and carbon steel pipe products that effectively
deliver high quality, highly-sustainable and environmentally sound drinkable water to the Chinese, Asia and European markets. ZK
International is Quality Management System Certified (ISO9001), Environmental Management System Certified (ISO1401), and a National Industrial
Stainless Steel Production Licensee. It has supplied stainless steel pipelines for over 2,000 projects, which include the Beijing National
Airport, the "Water Cube" and "Bird's Nest", which were venues for the 2008 Beijing Olympics. ZK International
is preparing to capitalize on the $850 Billion commitment made by the Chinese Government to improve the quality of water, which has
been stated to be 70% unfit for human contact.
Safe Harbor Statement
This news release contains forward-looking
statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act
of 1934, as amended, and as defined in the U.S. Private Securities Litigation Reform Act of 1995. Without limiting the generality of the
foregoing, words such as "may," "will," "expect," "believe," "anticipate," "intend,"
"could," "estimate" or "continue" or the negative or other variations thereof or comparable terminology
are intended to identify forward-looking statements. In addition, any statements that refer to expectations, projections or other characterizations
of future events or circumstances are forward-looking statements. These forward-looking statements are not guarantees of future performance
and are subject to certain risks, uncertainties and assumptions that are difficult to predict and many of which are beyond the control
of ZK International. Actual results may differ from those projected in the forward-looking statements due to risks and uncertainties,
as well as other risk factors that are included in the Company’s filings with the U.S. Securities and Exchange Commission. Although
ZK International believes that the assumptions underlying the forward-looking statements are reasonable, any of the assumptions could
prove inaccurate and, therefore, there can be no assurance that the results contemplated in forward-looking statements will be realized.
In light of the significant uncertainties inherent in the forward-looking information included herein, the inclusion of such information
should not be regarded as a representation by ZK International or any other person that their objectives or plans will be achieved. ZK
International does not undertake any obligation to revise the forward-looking statements contained herein to reflect events or circumstances
after the date hereof or to reflect the occurrence of unanticipated events.
Exhibit 99.2
ZK International Group Co., Ltd. and The CF
Opportunity Fund Successfully Closes $5 Million Financing Priced at $1.59 per Share
WENZHOU, China,
May 7, 2024 /PRNewswire/ -- ZK International Group Co., Ltd. (Nasdaq: ZKIN) ("ZKIN," "ZK International"
or the "Company"), a leading provider of advanced steel products, is pleased to announce the successful closing
of its previously announced $5 million financing.
The additional investment of US$1.5 million, was calculated at 165%
premium, thus reinforces CF Opportunity Fund's dedication to ZK and its confidence in the Company's capacity for growth. As previously
disclosed in the report of foreign private issuer on Form 6-K filed with the Securities and Exchange Commission (the “Commission”)
on December 1, 2023, the Company, entered into a Securities Purchase Agreement, dated November 27, 2023 (the “Purchase Agreement”),
with CF Opportunity Fund (the “Investor”). Pursuant to the Purchase Agreement, the Investor purchased and the Company issued
and sold 3,154,885 ordinary shares of the Company, of no par value (the “Shares”), at an aggregate purchase price of $5 million
(the “Private Placement”).
On April 29, 2024, the Company successfully issued the Shares, marking
the closure of the Private Placement. The Company intends to utilize the net proceeds from the Private Placement for working capital and
general corporate purposes, further bolstering its strategic initiatives and operational capabilities.
The Private Placement was exempted from the registration requirements
of the Securities Act of 1933, as amended (the “Securities Act”) pursuant to Regulation S under the Securities Act.
Jiancong Huang, Chairman and CEO of ZK International, commented, "We
are pleased to have completed this financing transaction, which demonstrates the confidence of investors in our business strategy and
growth prospects. The additional capital will enhance our financial flexibility and support our ongoing efforts to drive long-term value
creation for our shareholders."
ZK International Group Co., Ltd. remains committed to executing its
growth plans and delivering sustainable value to its stakeholders.
For more information please visit www.ZKInternationalGroup.com.
Additionally, please follow the Company on Twitter, Facebook, YouTube,
and Weibo. For further information on the Company's SEC filings please visit www.sec.gov.
About ZK International Group Co., Ltd.:
ZK International Group Co., Ltd.
is a China-based engineering company building and investing in innovative technologies for the modern
world. With a focus on designing and implementing next-generation solutions through industrial, environmental and software engineering,
ZKIN owns 28 patents, 21 trademarks, 2 Technical Achievement Awards, and 10 National and Industry Standard Awards.
ZKIN’s
core business is to engineer and manufacture patented high-performance stainless steel and carbon steel pipe products that effectively
deliver high quality, highly-sustainable and environmentally sound drinkable water to the Chinese, Asia and European markets. ZK
International is Quality Management System Certified (ISO9001), Environmental Management System Certified (ISO1401), and a National Industrial
Stainless Steel Production Licensee. It has supplied stainless steel pipelines for over 2,000 projects, which include the Beijing National
Airport, the "Water Cube" and "Bird's Nest", which were venues for the 2008 Beijing Olympics. ZK International
is preparing to capitalize on the $850 Billion commitment made by the Chinese Government to improve the quality of water, which has
been stated to be 70% unfit for human contact.
Safe Harbor Statement
This news release contains forward-looking
statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act
of 1934, as amended, and as defined in the U.S. Private Securities Litigation Reform Act of 1995. Without limiting the generality of the
foregoing, words such as "may," "will," "expect," "believe," "anticipate," "intend,"
"could," "estimate" or "continue" or the negative or other variations thereof or comparable terminology
are intended to identify forward-looking statements. In addition, any statements that refer to expectations, projections or other characterizations
of future events or circumstances are forward-looking statements. These forward-looking statements are not guarantees of future performance
and are subject to certain risks, uncertainties and assumptions that are difficult to predict and many of which are beyond the control
of ZK International. Actual results may differ from those projected in the forward-looking statements due to risks and uncertainties,
as well as other risk factors that are included in the Company’s filings with the U.S. Securities and Exchange Commission. Although
ZK International believes that the assumptions underlying the forward-looking statements are reasonable, any of the assumptions could
prove inaccurate and, therefore, there can be no assurance that the results contemplated in forward-looking statements will be realized.
In light of the significant uncertainties inherent in the forward-looking information included herein, the inclusion of such information
should not be regarded as a representation by ZK International or any other person that their objectives or plans will be achieved. ZK
International does not undertake any obligation to revise the forward-looking statements contained herein to reflect events or circumstances
after the date hereof or to reflect the occurrence of unanticipated events.
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