Form 6-K - Report of foreign issuer [Rules 13a-16 and 15d-16]
27 Fevereiro 2024 - 9:05AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 OF
THE SECURITIES EXCHANGE ACT OF 1934
For the month of February 2024
Commission file number: 001-38639
111, Inc.
3-4/F, No.295 ZuChongZhi Road,
Pudong New Area
Shanghai, 201203
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. |
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Description |
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99.1 |
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Press Release |
Signature
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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111, INC. |
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Date: |
February 27, 2024 |
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By: |
/s/ Junling Liu |
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Name: |
Junling Liu |
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Title: |
Chief Executive Officer |
Exhibit 99.1
111 Announces
Receipt of Withdrawal of Going Private Proposal
111, Inc. (“111” or the “Company”) (NASDAQ: YI), a leading tech-enabled healthcare platform company committed
to digitally connecting patients with medicine and healthcare services in China, today announced that it has received a notice dated
Feburary 27, 2024 on behalf of the consortium comprising Dr. Gang Yu, co-founder and co-chairman of the Company, Mr. Junling Liu, co-founder,
co-chairman and chief executive officer of the Company and certain other investors (collectively, the “Consortium”), stating
that the Consortium would withdraw its preliminary non-binding going private proposal dated September 9, 2022 and preliminary non-binding
going private proposal dated October 29, 2022 (collectively, the “Proposals”). The Consortium will formally terminate further
negotiation with the special committee of the Company’s board of directors regarding the transactions as contemplated by the Proposals.
Forward-Looking Statements
This press release contains forward-looking
statements. These statements constitute "forward-looking" statements within the meaning of 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. These forward-looking statements
can be identified by terminology such as "will," "expects," "anticipates," "future," "intends,"
"plans," "believes," "estimates," "target," "confident" and similar statements. Among
other things, the business outlook and quotations from management in this announcement, as well as 111's strategic and operational plans,
contain forward-looking statements. 111 may also make written or oral forward-looking statements in its periodic reports to the U.S.
Securities and Exchange Commission, in its annual report to shareholders, in press releases and other written materials and in oral statements
made by its officers, directors or employees to third parties. Such statements are based upon management's current expectations and current
market and operating conditions and relate to events that involve known or unknown risks, uncertainties and other factors, all of which
are difficult to predict and many of which are beyond the Company's control. Forward-looking statements involve inherent risks, uncertainties
and other factors that could cause actual results to differ materially from those contained in any such statements. Potential risks and
uncertainties include, but are not limited to, uncertainties as to the Company's ability comply with extensive and evolving regulatory
requirements, its ability to compete effectively in the evolving PRC general health and wellness market, its ability to manage the growth
of its business and expansion plans, its ability to achieve or maintain profitability in the future, its ability to control the risks
associated with its pharmaceutical retail and wholesale businesses, and the Company's ability to meet the standards necessary to maintain
listing of its ADSs on the Nasdaq Global Market, including its ability to cure any non-compliance with Nasdaq's continued listing criteria.
Further information regarding these and other risks, uncertainties or factors is included in the Company's filings with the U.S. Securities
and Exchange Commission. All information provided in this press release is as of the date of this press release, and 111 does not undertake
any obligation to update any forward-looking statement as a result of new information, future events or otherwise, except as required
under applicable law.
About 111, Inc.
111, Inc. (NASDAQ: YI) ("111"
or the "Company") is a leading tech-enabled healthcare platform company committed to digitally connecting patients with medicine
and healthcare services in China. The Company provides consumers with better access to pharmaceutical products and healthcare services
directly through its online retail pharmacy, 1 Pharmacy, and indirectly through its offline virtual pharmacy network. The Company also
offers online healthcare services through its internet hospital, 1 Clinic, which provides consumers with cost-effective and convenient
online consultation, electronic prescription service, and patient management service. In addition, the Company's online platform, 1 Medicine,
serves as a one-stop shop for pharmacies to source a vast selection of pharmaceutical products. With the largest virtual pharmacy network
in China, 111 enables offline pharmacies to better serve their customers with cloud-based services. 111 also provides an omni-channel
drug commercialization platform to its strategic partners, which includes services such as digital marketing, patient education, data
analytics, and pricing monitoring.
For more information on 111, please
visit: http://ir.111.com.cn/.
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