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 March 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 ☐
EXHIBIT
INDEX
Exhibit
No. |
|
Description |
| 99.1 |
|
Press
Release—Yimutian Inc. Provides 2026 Strategic Update: Financing on Track, Management to Purchase No Less Than US$3 Million
in Company Shares, Full-Year Revenue Expected to Reach RMB 1 Billion |
| 99.2 |
|
Press
Release—Yimutian Inc. to Acquire Ningbo Xunxi Technology for RMB 50 Million, Entering the Enterprise Digital Commerce Market |
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.
| |
Yimutian Inc. |
| |
|
| |
By |
/s/
Shijie Chen |
| |
Name: |
Shijie
Chen |
| |
Title: |
Director
and Chief Financial Officer |
Date:
March 24, 2026
Exhibit 99.1
Yimutian Inc. Provides 2026 Strategic Update: Financing on Track,
Management to Purchase No Less Than US$3 Million in Company Shares, Full-Year Revenue Expected to Reach RMB 1 Billion
BEIJING, March 23, 2026 — Yimutian Inc. (the “Company”)
today issued a strategic update to investors and market participants, outlining the Company’s capital plan, equity commitments,
and financial outlook for 2026. Following a management meeting convened on March 20, 2026, the Board and senior management are setting
out, in plain terms, the actions the Company is taking and the results it expects to deliver over the coming year.
The Company’s US$30 million convertible note facility, signed
in December 2025 and filed with the SEC, is proceeding as planned. The initial tranche of US$3.3 million has been funded,
with a second tranche expected to close in the near term and the remainder to be drawn during the year subject to customary conditions.
The facility provides the Company with the liquidity and flexibility to execute on organic growth initiatives and pursue strategic acquisitions
as opportunities arise. The full terms are available in the Company’s filing on SEC EDGAR:
https://www.sec.gov/Archives/edgar/data/1991605/000121390025119688/ea0268977-6k_yimutian.htm
More directly, the Company and its management team are putting their
own capital behind that conviction. Over the next nine months, they commit to purchasing no less than US$3 million of the
Company’s shares in the open market. The management team has further committed to a twelve-month lock-up on existing
holdings, foregoing the ability to sell regardless of how market conditions evolve. The Company is also working with its Board to adopt
a formal share repurchase program in the near term, which will provide a structured, ongoing mechanism for capital return alongside management’s
personal purchases. Open market buying by insiders requires real cash and accepts real market risk. These commitments mean management’s
financial interests are tied to the same outcome as every shareholder’s.
On the business, management expects total 2026 revenue of approximately
RMB 1.0 billion, with roughly equal contributions from the Company’s core operations and the pending Xunxi acquisition. The
core business is being driven by online-to-offline integration, geographic expansion into underpenetrated markets, supply chain digitization,
and deepening partnerships with supermarket operators and livestreaming commerce platforms — initiatives already in execution across
the Company’s business lines. The Xunxi contribution is contingent on closing, which the Company expects in the near term. Detailed
segment disclosures and unit economics will follow in the Company’s financial reports once available.The Company looks forward to
providing further updates on its operational and financial progress in connection with its upcoming financial results.
Forward-Looking Statements
This press release contains forward-looking statements. These statements
are made pursuant to the “safe harbor” provisions of the U.S. Private Securities Litigation Reform Act of 1995.
Statements that are not historical facts, including statements about the Company’s beliefs, plans, and expectations, are forward-looking
statements. Such statements include, but are not limited to, statements regarding the anticipated use of proceeds, the occurrence of closings
for additional Notes in an aggregate principal amount of up to $26,630,000 (which may never occur), and the filing of a registration statement
to register the resale of the ADSs issuable upon conversion of the note. Forward-looking statements involve inherent risks and uncertainties.
A number of factors could cause actual results to differ materially from those contained in any forward-looking statement. In some cases,
these forward-looking statements can be identified by terminology such as “may,” “will,” “expect,”
“anticipate,” “target,” “aim,” “estimate,” “intend,” “plan,” “believe,”
“potential,” “continue,” “is/are likely to,” or other similar expressions. Further information regarding
these and other risks, uncertainties or factors is included in the Company’s filings with the SEC. All information provided
in this press release is as of the date of this press release, and the Company does not undertake any duty to update such information,
except as required under applicable law.
About Yimutian Inc.
Yimutian Inc, is a leading agricultural B2B platform in mainland China.
Over a decade, the company has been dedicated to digitalizing China’s agricultural product supply chain infrastructure
to streamline the agricultural product transaction process, and making it efficient, transparent, secure, and convenient.
For more information, please visit: https://ir.ymt.com
Investor & Media Contacts
Investor Relations: ir@ymt360.com | +86 10 5708 6561
Media: pr@ymt360.com
Exhibit 99.2
Yimutian Inc. to Acquire Ningbo Xunxi Technology for RMB 50 Million,
Entering the Enterprise Digital Commerce Market
BEIJING, March 23, 2026 — Yimutian Inc. (the “Company”)
today announced that it has reached a binding acquisition agreement with Ningbo Xunxi Technology Co., Ltd. (“Xunxi”), a Zhejiang-based
enterprise e-commerce and digital procurement platform, to acquire 100% of the equity interests in Xunxi. The total consideration is RMB
50 million, comprising RMB 40 million in cash payable to Xunxi’s exiting shareholders and RMB 10 million in stock options awarded
to the retained management team. The closing remains subject to customary conditions.
| Target |
Ningbo Xunxi Technology Co., Ltd. |
| |
|
| Transaction |
100% equity acquisition |
| |
|
| Total Consideration |
RMB 50,000,000 |
| |
|
| Structure |
RMB 40M cash to exiting shareholders; RMB 10M in stock options to retained management |
| |
|
| 2025 Revenue |
RMB ~340,000,000 (audited) |
| |
|
| 2025 Net Profit |
RMB ~5,800,000 (audited) |
| |
|
| Due Diligence |
Global Law Firm; Beijing Dongshen CPA — no material risks identified |
| |
|
| Status |
Binding acquisition agreement signed; closing subject to customary conditions |
Xunxi was founded by a team of former senior executives from NetEase
and Alibaba and has spent the past several years building what is now a scaled enterprise procurement and employee benefits platform.
Its online marketplace lists more than 250,000 SKUs and serves close to 200 institutional clients — banks, government agencies,
schools, and large corporates — that rely on the platform to manage employee benefits spending, marketing procurement, and bulk
purchasing. The registered member base has grown to over 2 million users. Xunxi’s 2025 audited financials reflect a business generating
real revenue at scale: RMB 340 million in top-line and RMB 5.8 million in net profit, with due diligence conducted by Global Law Firm
and Beijing Dongshen CPA returning no findings that would impede closing.
The strategic logic is straightforward. Yimutian has spent over a decade
digitizing China’s agricultural supply chain and building the infrastructure to move goods efficiently from farm to buyer. Xunxi
operates on the demand side of a related problem: it aggregates institutional purchasing power and routes it through a managed digital
channel. Bringing the two together creates a more complete picture of China’s B2B commerce stack — sourcing and supply chain
on one side, enterprise procurement and distribution on the other. “Xunxi has built exactly the kind of demand-side platform that
complements what we’ve been building on the supply side for years,” said Jinhong Deng, Chief Executive Officer of Yimutian.
“This is not a financial acquisition. We are buying a team, a client base, and a platform architecture that we believe will compound
in value as we integrate it with our existing operations.”
Post-closing, Xunxi’s management and key employees will join
Yimutian and operate the business as a dedicated unit. The transaction includes a multi-year earnout arrangement through 2028 that ties
a meaningful portion of total consideration to Xunxi’s audited net profit performance. For 2026, if Xunxi achieves audited net profit
of RMB 15 million, RMB 22.5 million, or RMB 30 million, the earnout payout will equal 2x, 4x, or 6x of the respective net profit achieved.
If 2026 net profit falls below RMB 12 million, Xunxi’s founders are obligated to pay a cash compensation to the Company per the
binding acquisition agreement. If 2026 net profit falls between RMB 12 million and RMB 15 million, no earnout award is triggered and no
compensation is owed. Equivalent earnout mechanics apply for 2027 and 2028, with specific targets and multipliers to be finalized and
disclosed in the Company’s forthcoming SEC filings. The earnout structure is intentional — by making a significant portion
of total transaction value contingent on post-closing performance, the Company and the sellers share both the risk and the reward of integration.
Their continued involvement is central to the transaction thesis, and the structure reflects that.
The Company looks forward to providing further updates on the transaction
and integration progress in connection with its upcoming SEC filings and financial results.
Forward-Looking Statements
This press release contains forward-looking statements. These statements
are made pursuant to the “safe harbor” provisions of the U.S. Private Securities Litigation Reform Act of 1995.
Statements that are not historical facts, including statements about the Company’s beliefs, plans, and expectations, are forward-looking
statements. Forward-looking statements involve inherent risks and uncertainties. A number of factors could cause actual results to differ
materially from those contained in any forward-looking statement. In some cases, these forward-looking statements can be identified by
terminology such as “may,” “will,” “expect,” “anticipate,” “target,” “aim,”
“estimate,” “intend,” “plan,” “believe,” “potential,” “continue,”
“is/are likely to,” or other similar expressions. Further information regarding these and other risks, uncertainties or factors
is included in the Company’s filings with the SEC. All information provided in this press release is as of the date of this
press release, and the Company does not undertake any duty to update such information, except as required under applicable law.
About Yimutian Inc.
Yimutian Inc, is a leading agricultural B2B platform in mainland China.
Over a decade, the company has been dedicated to digitalizing China’s agricultural product supply chain infrastructure
to streamline the agricultural product transaction process, and making it efficient, transparent, secure, and convenient.For more information,
please visit https://ir.ymt.com/
About Xunxi Technology:
Ningbo Xunxi Technology Co., Ltd. is a technology-driven comprehensive
e-commerce operation service provider. Founded by former executives of internet companies such as NetEase and Alibaba, the company focuses
on providing integrated solutions for financial institutions, enterprises, and public institutions, including corporate procurement, employee
benefits, and digital marketing. It possesses rich supply chain resources and capabilities in multi-platform development and operational
services.
Investor & Media Contacts
Investor Relations: ir@ymt360.com | +86 10 5708 6561
Media: pr@ymt360.com
