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 January 2025

 

Commission File Number: 001-33765

 

AIRNET TECHNOLOGY INC.

(Exact name of registrant as specified in its charter)

 

Suite 301

No. 26 Dongzhimenwai Street

Chaoyang District, Beijing 100027

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 of Form 20-F or Form 40-F.

 

Form 20-F   ☒         Form 40-F   ☐

 

 

 

 

 

 

EXPLANATORY NOTE

 

The document attached as Exhibit 99.1 to this report on Form 6-K is hereby incorporated by reference into the Company’s Registration Statement on Form F-3, as amended, initially filed with the U.S. Securities and Exchange Commission on May 10, 2024 (Registration No. 333-279318), and shall be a part thereof from the date on which this current report is furnished, to the extent not superseded by documents or reports subsequently filed or furnished.

 

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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.

 

  AIRNET TECHNOLOGY INC.
     
Date: January 3, 2025 By: /s/ Yuan Feng
  Name:  Yuan Feng
  Title: Co-Chief Executive Officer

 

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EXHIBIT INDEX

 

Exhibit No.   Description
Exhibit 16.1   Letter of Audit Alliance LLP dated January 3, 2025
Exhibit 99.1   Press Release

 

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Exhibit 16.1

 

AUDIT ALLIANCE LLP®
 

A Top 18 Audit Firm

10 Anson Road, #20-16 International Plaza, Singapore 079903.

 

 

UEN: T12LL1223B GST Reg No: M90367663E Tel: (65) 6227 5428

Website: www.allianceaudit.com

 

January 3, 2025

 

Securities and Exchange Commission

100 F Street, N.E.

Washington, D.C. 20549

 

Commissioners:

 

We have read Exhibit 99.1 in Form 6-K dated January 3, 2025 of Airnet Technology Inc. (“Registrant”) and are in agreement with the statements contained therein as it pertains to our firm; we are not in a position to agree or disagree with other statements of Registrant contained therein.

 

Very truly yours,

 

/s/ Audit Alliance LLP

Singapore

 

Exhibit 99.1

 

AirNet Announces Change of Auditor

 

BEIJING, January 3, 2025 /PRNewswire/ – AirNet Technology Inc., formerly known as AirMedia Group Inc. (“AirNet” or the “Company”) (Nasdaq: ANTE), today announced the appointment of Assentsure PAC (“Assentsure”) as the Company’s independent registered public accounting firm to replace Audit Alliance LLP (“Audit Alliance”), effective January 2, 2025. The change of the Company’s independent auditor was made after careful consideration and evaluation process and was approved by the board of directors of the Company (the “Board”) and the audit committee of the Board.

 

During each of the years ended December 31, 2022 and 2023, and during the subsequent period through January 2, 2025, there have been no (1) “disagreements” (as defined in Item 16F(a)(1)(iv) of Form 20-F and the related instructions thereto) between the Company and Audit Alliance on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreement, if not resolved to the satisfaction of Audit Alliance, would have caused Audit Alliance to make reference to the subject matter of the disagreement thereto in its reports on the consolidated financial statements for such years, or (2) “reportable events” as that term is described in accordance with Item 16F(a)(1)(v) of Form 20-F.

 

During the Company’s two most recent fiscal years ended December 31, 2023, and the subsequent period prior to the Company’s engagement of Assentsure, neither the Company nor anyone acting on its behalf consulted Assentsure with respect to (1) the application of accounting principles to a specified transaction, either completed or proposed, or the type of audit opinion that might be rendered on the Company’s consolidated financial statements, and neither a written report nor oral advice was provided to the Company that Assentsure concluded was an important factor considered by the Company in reaching a decision as to any accounting, auditing or financial reporting issue, (2) any matter that was the subject of a disagreement, as that term is defined in Item 16F(a)(1)(iv) of the instructions to Form 20-F, or (3) any reportable event as defined in Item 16F(a)(1)(v) of the instructions to Form 20-F.

 

The Company is working closely with Assentsure and Audit Alliance to ensure a seamless transition.

 

Forward-Looking Statements

 

This announcement contains forward-looking statements within the meaning of 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,” “is expected to,” “anticipates,” “aim,” “future,” “intends,” “plans,” “believes,” “are likely to,” “estimates,” “may,” “should” and similar expressions. The Company may also make written or oral forward-looking statements in its reports filed with, or furnished to, the U.S. Securities and Exchange Commission, in its annual reports to shareholders, in press releases and other written materials and in oral statements made by its officers, directors or employees to third parties. Forward-looking statements are based upon management’s current expectations and current market and operating conditions, and involve inherent risks and uncertainties, all of which are difficult to predict and many of which are beyond the Company’s control, which may cause its actual results, performance or achievements to differ materially from those in the forward-looking statements. Further information is included in the Company’s filings with the U.S. Securities and Exchange Commission. All information provided in this announcement is as of the date of this announcement, and the Company 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 law.

 

Company Contact

 

Penny Pei

Investor Relations

AirNet Technology Inc.

Tel: +86-10-8460-8678

Email: penny@ihangmei.com