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 2026
Commission File Number: 001-42760
Yimutian Inc.
(Registrant’s Name)
6/F, Building B-6, Block A Zhongguancun
Dongsheng Technology Campus No. 66
Xixiaokou Road
Haidian District, Beijing 100192
The People’s Republic of China
(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 ☒ Form 40-F ☐
Entry into Definitive Agreements
On August 20, 2026, Yimutian Inc., an exempted
company incorporated in the Cayman Islands with limited liability (the “Company”), together with its wholly-owned subsidiary,
Beijing Yimutian Network Technology Co., Ltd. (“Beijing Yimutian”), entered into two definitive agreements as described
below.
Equity Purchase Agreement
On August 20, 2026, the Company and Beijing Yimutian
entered into an Equity Purchase Agreement (the “Equity Purchase Agreement”) with Ning Zhang and Kuili Zhang (collectively,
the “Sellers”), pursuant to which the Company and Beijing Yimutian agreed to acquire control over 100% of the equity
interests in Qingdao Xingongguan Holiday Hotel Co., Ltd. (“Qingdao Xingongguan”) through the execution of a series
of variable interest entity (“VIE”) agreements. Qingdao Xingongguan is a company incorporated in the People’s
Republic of China (the “PRC”) that owns certain commercial and office properties located in Qingdao, Shandong Province,
the PRC, with an appraised value of approximately RMB116.2 million.
The aggregate purchase price for the equity interests
in Qingdao Xingongguan is US$5,800,000, payable by the Company through the issuance of 9,963,353,184 Class A ordinary shares of the Company
to the Sellers. The issuance price was determined based on the average closing price of the Company’s ADSs on the Nasdaq Capital
Market for the five trading days immediately preceding the date of the Equity Purchase Agreement, which was US$0.2183 per ADS. As of the
date of the Equity Purchase Agreement, each ADS represents 375 Class A ordinary shares of the Company.
The Equity Purchase Agreement provides for an asset
cleanup period of up to six months from the date of the agreement, during which the Sellers are required to resolve all debts, encumbrances,
and third-party claims on the assets of Qingdao Xingongguan and ensure that the assets are in a condition suitable for the Company’s
business operations. The consideration shares will be issued within 30 business days after signing but the relevant share certificate
will not be delivered to the Sellers until the completion of the asset cleanup period and the satisfaction of certain conditions, including
the execution of VIE agreements.
The Equity Purchase Agreement contains customary
representations, warranties, covenants, and indemnification provisions. The Equity Purchase Agreement is governed by PRC law, with disputes
subject to arbitration before the China International Economic and Trade Arbitration Commission in Beijing.
Asset Purchase Agreement
On August 20, 2026, the Company and Beijing Yimutian
entered into an Asset Purchase Agreement (the “Asset Purchase Agreement”) with Zhaodong Guohe Animal Husbandry Co.,
Ltd. (“Zhaodong Guohe”), pursuant to which the Company agreed to acquire certain land, buildings, and equipment assets
(the “Target Assets”) with an aggregate appraised value of approximately RMB143.5 million. The Target Assets are located
in Zhaodong, Suihua, Heilongjiang Province, the PRC.
The aggregate purchase price for the Target Assets
is US$21,161,390, which was determined by converting the RMB-denominated appraised value at the PBOC mid-rate of RMB 6.7808 per US$1.00
on August 20, 2026. The purchase price is payable by the Company through the issuance of 36,351,449,375 Class A ordinary shares of the
Company to Zhaodong Guohe. The issuance price was determined on the same basis as the Equity Purchase Agreement, at US$0.2183 per ADS.
The Asset Purchase Agreement provides for an asset
cleanup period of up to six months, during which Zhaodong Guohe is required to resolve all debts and encumbrances on the Target Assets
and complete the transfer of the Target Assets to a debt-free entity that will enter into VIE agreements with the Company and Beijing
Yimutian.
The Asset Purchase Agreement contains customary
representations, warranties, covenants, and indemnification provisions. The Asset Purchase Agreement is governed by PRC law, with disputes
subject to arbitration before the China International Economic and Trade Arbitration Commission in Beijing.
The foregoing descriptions of the Equity Purchase
Agreement and the Asset Purchase Agreement are qualified in their entirety by reference to the full text of the English translations of
such agreements, which are filed as Exhibits 10.1 and 10.2 to this Report on Form 6-K, respectively, and are incorporated herein by reference.
EXHIBIT INDEX
| Exhibit No. |
|
Description |
| 10.1 |
|
English Translation of Equity Purchase Agreement, dated August 20, 2026, by and among Yimutian Inc., Beijing Yimutian Network Technology Co., Ltd., Ning Zhang, Kuili Zhang, and Qingdao Xingongguan Holiday Hotel Co., Ltd. |
| 10.2 |
|
English Translation of Asset Purchase Agreement, dated August 20, 2026, by and between Yimutian Inc., Beijing Yimutian Network Technology Co., Ltd. and Zhaodong Guohe Animal Husbandry Co., Ltd. |
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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Yimutian Inc. |
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By |
/s/ Shijie Chen |
| |
Name : |
Shijie Chen |
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Title : |
Director and Chief Financial Officer |
Date: August 26, 2026
