Form 6-K - Report of foreign issuer [Rules 13a-16 and 15d-16]
June 10 2025 - 4:15PM
Edgar (US Regulatory)
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 June 2025.
Commission File Number 0-26046
China Natural Resources, Inc.
(Translation of registrant's name into English)
Room 2205, 22/F, West Tower, Shun Tak Centre,
168-200 Connaught Road Central, Sheung Wan,
Hong Kong
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file
annual reports under cover of Form 20-F or Form 40-F.
Form 20-F þ Form
40-F ¨
Indicate by check mark if the registrant is submitting the Form
6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ¨
Indicate by check mark if the registrant is submitting the Form
6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ¨
This report on Form 6-K is hereby
incorporated by reference into (i) the Registration Statement on Form F-3 (File No. 333-252895) of China Natural Resources, Inc. (the
“Company”), (ii) the Registration Statement on Form S-8 (File No. 333-266219) of the Company, and (iii) the Registration Statement
on Form F-3 (File No. 333-268454), in each instance, filed with the U.S. Securities and Exchange Commission (the “SEC”), and
in each instance the related prospectus, as such registration statements and prospectuses may be amended or supplemented from time to
time, and to be a part thereof from the date on which this report is furnished, to the extent not superseded by documents or reports subsequently
filed or furnished.
Effective Date of Share Combination
On June 10, 2025, the Company
issued a press release discussing the foregoing matters, which is filed as Exhibit 99.1 to this Form 6-K and is incorporated by reference
herein.
Exhibits
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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CHINA NATURAL RESOURCES, INC.
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Date: June 10, 2025 |
By: |
/s/ Wong Wah On Edward |
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Wong Wah On Edward |
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Chairman and Chief Executive Officer |
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Exhibit 99.1
China Natural Resources
Announces Effective Date of Share Combination
HONG KONG, June 10, 2025 /PRNewswire/
– China Natural Resources, Inc. (NASDAQ: CHNR), a British Virgin Islands (“BVI”)
company (the “Company”) today announced that it will implement the combination (the “Combination”) of issued
and outstanding common shares, without par value, of the Company. The Company’s common shares will begin trading on a post-Combination
basis at market open on June 13, 2025.
Upon the effectiveness of
the share combination, every eight issued and outstanding common shares will automatically be converted into one issued and outstanding
common share. No fractional shares will be issued as a result of the share combination. Instead, any fractional shares that would have
resulted from the combination will be rounded up to the next whole share. The share combination affects all shareholders uniformly and
will not alter any shareholder’s percentage interest in the Company’s outstanding common shares, except for adjustments that
may result from the treatment of fractional shares. All outstanding options, warrants and other rights to purchase the Company’s
common shares will be adjusted proportionately as a result of the share combination.
The Company’s common
shares will continue to trade under the symbol “CHNR” but with a new CUSIP number, G2110U125.
About China Natural Resources:
China Natural Resources, Inc. (NASDAQ: CHNR) is currently
a holding company that operates in exploration and mining business. Upon the completion of Precise Space-Time Technology disposition on
July 28, 2023, the Company is engaged in the acquisition and exploitation of mining rights in Inner Mongolia, including exploring for
lead, silver and other nonferrous metal, and is actively exploring business opportunities in the healthcare and other non-natural resource
sectors. In 2023, China Natural Resources agreed to acquire Williams Minerals, which operates a lithium mine in Zimbabwe, for a maximum
consideration of US$1.75 billion. Currently, we are actively working with all involved parties to close the deal as soon as possible.
Williams Minerals is owned by China Natural Resources’ controlling shareholder, Feishang Group Limited, and a non-affiliate, Top
Pacific (China) Limited.
Forward-Looking Statements:
This press release contains certain statements that
may include “forward-looking statements.” All statements other than statements of historical fact included herein are “forward-looking
statements.” These forward-looking statements are often identified by the use of forward-looking terminology such as “believes,”
“expects” or similar expressions, involving known and unknown risks and uncertainties. Although the Company believes that
the expectations reflected in these forward-looking statements are reasonable, they do involve assumptions, risks and uncertainties, and
these expectations may prove to be incorrect. You should not place undue reliance on these forward-looking statements, which speak only
as of the date of this press release. The Company’s actual results could differ materially from those anticipated in these forward-looking
statements as a result of a variety of factors, including the risk factors discussed in the Company’s periodic reports that are
filed with the Securities and Exchange Commission and available on the SEC’s website (http://www.sec.gov). All forward-looking statements
attributable to the Company or persons acting on its behalf are expressly qualified in their entirety by these risk factors. Other than
as required under the applicable securities laws, the Company does not assume a duty to update these forward-looking statements.
For more information please contact:
Zhu Youyi, Chief Financial Officer
Phone: 011-852-2810-7205
cfo@chnr.net
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