FORM 6-K
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
REPORT OF FOREIGN PRIVATE ISSUER
Pursuant to Section 13a-16 or 15d-16
under the Securities Exchange Act of 1934
For the month of December 2012
333-173619
(Commission File Number)
JIAYUAN.COM INTERNATIONAL LTD.
(Translation of registrant’s name into English)
Room 1005, Changxin Building
No. 39 Anding Road
Chaoyang District, Beijing
The People’s Republic of China
(8610) 6442-8783
(Address of principal executive office)
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 x Form 40-F o
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); o
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); o
Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
Yes o No x
If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82- .
In December 2012, Jiayuan.com International Ltd. (the “Company”) issued the press releases furnished as exhibits to this report.
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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JIAYUAN.COM INTERNATIONAL LTD. | |
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By: |
/s/Shang-Hsiu Koo |
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Name: |
Shang-Hsiu Koo |
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Title: |
Chief Financial Officer |
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Date: December 27, 2012 |
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Exhibit 99.1
Jiayuan.com Announces Share Repurchase Program
BEIJING, Dec. 21, 2012 /PRNewswire-FirstCall/ — Jiayuan.com International Ltd. (“Jiayuan” or “the Company”) (DATE), operator of the largest online dating platform in China, today announced that its board of directors has approved a new US$10 million share repurchase program.
The program is effective immediately and permits the Company to purchase up to US$10 million of its American Depositary Shares, or ADSs, over a period of twelve months commencing from the date of this announcement. Purchases under this authorization may be made from time to time on the open market at prevailing market prices or in privately negotiated transactions, pursuant to a plan adopted by the board of directors in accordance with Rule 10b5-1 and Rule 10b-18 of the Securities Exchange Act. The timing of the purchases and the amount of shares purchased will be determined by the Company’s management based on its evaluation of market conditions, trading price, applicable securities laws, and other factors. The Company’s board of directors will review the share repurchase program periodically, and may authorize the adjustment of its terms and size accordingly. The share repurchase program will be funded by the Company’s available cash balance.
About Jiayuan
Jiayuan.com International Ltd. (“Jiayuan”) (DATE) operates the largest online dating platform in China. Jiayuan is committed to providing a trusted, effective, and user-focused online dating platform that addresses the dating and marriage needs of China’s rapidly growing urban singles population. According to iResearch, Jiayuan.com ranked first in terms of number of unique visitors and time spent among all online dating websites in China in 2011. Every two of Jiayuan’s American Depositary Shares represent three ordinary shares.
For more information, please visit http://ir.jiayuan.com.
Forward-Looking Statements
This press release contains forward-looking statements. These statements are made under the “safe harbor” provisions of 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,” “confident” and similar statements. Jiayuan may also make written or verbal 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 verbal statements made by its officers, directors or employees to third parties. Statements that are not historical facts, including statements about our beliefs 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, including but not limited to the following: our growth strategies; our future business development, including development of new products and services; our ability to attract and retain users; competition in the Chinese online dating markets; changes in our revenues and certain cost or expense items as a percentage of our revenues; the outcome of any litigation or arbitration; the expected growth of the number of Internet and broadband users in China; Chinese governmental policies relating to the Internet and online dating websites and general economic conditions in China and elsewhere. Further information regarding these and other risks is included in our documents filed with the U.S. Securities and Exchange Commission. Jiayuan does not undertake any obligation to update any forward-looking statement, except as required under applicable law. All information provided in this press release is as of the date of the press release, and Jiayuan undertakes no duty to update such information, except as required under applicable law.
For investor and media inquiries, please contact:
Beijing
Shirley Zhang
Jiayuan.com International Ltd.
+86 (10) 6442-2321
ir@jiayuan.com
Yue Yu
Brunswick Group LLP
+86 (10) 5960-8600
jiayuan@brunswickgroup.com
New York
Tara McDonnell
Brunswick Group LLP
+1 (212) 333-3810
jiayuan@brunswickgroup.com
Exhibit 99.2
Jiayuan Announces Appointment of Rose Gong as Non-executive Co-Chairman
BEIJING, Dec. 24, 2012 /PRNewswire-FirstCall/ — Jiayuan.com International Ltd. (“Jiayuan” or “the Company”) (DATE), operator of the largest online dating platform in China, today announced that its board of directors has approved the appointment of Ms. Haiyan (“Rose”) Gong as non-executive co-Chairman, alongside Jiayuan’s existing Chairman Mr. Yongqiang Qian, effective from Monday, December 24th, 2012. As of that date, Ms. Gong will no longer hold the position of co-CEO of Jiayuan.
The company also announced that Mr. Linguang Wu, who currently serves as co-CEO of Jiayuan, has been appointed as a director of the board, effective immediately.
Mr. Yongqiang Qian, Chairman of the board of directors of Jiayuan, commented, “As a pioneer of online dating in China, over the past decade Rose has helped innumerable singles find love and, in the process, established Jiayuan as China’s undisputed industry leader. Due to Rose’s efforts, today Jiayuan enjoys a widely recognized brand and reputation for quality and innovation. Looking ahead, Rose will focus on guiding Jiayuan’s long-term strategic direction while Linguang will continue to lead the company’s day-to-day management and operations.”
“I am honored to accept this new assignment and would like to thank Yongqiang and the other board members for giving me this opportunity,” said Ms. Rose Gong, founder and non-executive co-Chairman of Jiayuan. “Building on our solid industry leadership, I look forward to helping drive the future development of Jiayuan and to strengthening the company’s position for the next stage of our growth. I am confident that Jiayuan will have a prosperous future as we maintain our focus on providing the best online and mobile platforms to help marriage-minded singles find love.”
About Jiayuan
Jiayuan.com International Ltd. (“Jiayuan”) (DATE) operates the largest online dating platform in China. Jiayuan is committed to providing a trusted, effective, and user-focused online dating platform that addresses the dating and marriage needs of China’s rapidly growing urban singles population. According to iResearch, Jiayuan.com ranked first in terms of number of unique visitors and time spent among all online dating websites in China in 2011. Every two of Jiayuan’s American Depositary Shares represent three ordinary shares.
For more information, please visit http://ir.jiayuan.com.
Forward-Looking Statements
This press release contains forward-looking statements. These statements are made under the “safe harbor” provisions of 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,” “confident” and similar statements. Jiayuan may also make written or verbal 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 verbal statements made by its officers, directors or employees to third parties. Statements that are not historical facts, including statements about our beliefs 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, including but not limited to the following: our growth strategies; our future business development, including development of new products and services; our ability to attract and retain users; competition in the Chinese online dating markets; changes in our revenues and certain cost or expense items as a percentage of our revenues; the outcome of any litigation or arbitration; the expected growth of the number of Internet and broadband users in China; Chinese governmental policies relating to the Internet and online dating websites and general economic conditions in China and elsewhere. Further information regarding these and other risks is included in our documents filed with the U.S. Securities and Exchange Commission. Jiayuan does not undertake any obligation to update any forward-looking statement, except as required under applicable law. All information provided in this press release is as of the date of the press release, and Jiayuan undertakes no duty to update such information, except as required under applicable law.
For investor and media inquiries, please contact:
Beijing
Shirley Zhang
Jiayuan.com International Ltd.
+86 (10) 6442-2321
ir@jiayuan.com
Yue Yu
Brunswick Group LLP
+86 (10) 5960-8600
jiayuan@brunswickgroup.com