SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Pursuant to Section 13 or 15(d)
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
February 13, 2018
YANGTZE RIVER PORT AND LOGISTICS LIMITED
(Exact name of registrant as specified in
|(State or other jurisdiction of
incorporation or organization)
||(Commission File Number)
|41 John Street, Suite 2A, New York, NY
|(Address of principal executive offices)
||Registrant’s telephone number, including area code:
||Yangtze River Development Limited
||(Former name or former address, if changed since last report)
Check the appropriate box below if the
Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions
(see General Instruction A.2.below):
||Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)|
||Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)|
||Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))|
||Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13c-4(c))|
Indicate by check mark whether the registrant
is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2
of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate
by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial
accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 8.01 Other Events.
On February 13, 2018, Yangtze River Port
and Logistics Limited (the “Company”) issued a press release announcing that the Company’s Board of Directors
authorized the Company to pursue a plan for a spin-off transaction in which shares of Yangtze River Blockchain Logistics Limited
(the “Subsidiary”), the Company’s wholly-owned subsidiary, would be distributed to the Company’s
stockholders on a pro rata basis and in a manner intended to qualify as generally tax-free for U.S. federal income tax purposes.
The spin-off transaction would be subject to certain conditions, including final approval by the Company’s board of directors
and compliance with applicable securities laws.
A copy of the press release is attached
as Exhibit 99.1 and is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
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 hereunto duly authorized.
||YANGTZE RIVER PORT AND |
|Date: February 13, 2018
||/s/ Xiangyao Liu|
President & CEO