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 August 2023
Commission File Number: 001-39436
KE Holdings Inc.
(Registrant’s Name)
Oriental Electronic Technology Building,
No. 2 Chuangye Road, Haidian District,
Beijing 100086
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 x Form 40-F ¨
EXHIBIT INDEX
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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By |
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/s/ XU Tao |
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Name |
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XU Tao |
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Title |
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Chief Financial Officer |
Date: August 10,
2023 |
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Exhibit
99.1
Hong
Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement,
make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising
from or in reliance upon the whole or any part of the contents of this announcement.
KE Holdings Inc.
貝殼控股有限公司
(A company controlled through
weighted voting rights and incorporated in the Cayman Islands with limited liability)
(Stock Code: 2423)
ANNOUNCEMENT
DISCLOSEABLE TRANSACTION
SUBSCRIPTION OF WEALTH MANAGEMENT
PRODUCT
SUBSCRIPTION OF HUAXIA WEALTH
MANAGEMENT PRODUCT
The
Company, through its wholly-owned subsidiary, Shanghai Huibeiju Technology Co., Ltd. (上海惠貝居科技有限公司),
subscribed for Huaxia Wealth Management Product in the principal amount of RMB5 billion with Huaxia Wealth Management on August 9,
2023.
HONG KONG LISTING RULES IMPLICATIONS
Pursuant to the Hong Kong Listing
Rules, as one or more of the applicable percentage ratios (as defined under Rule 14.07 of the Hong Kong Listing Rules) of the transaction
amount of the subscription of Huaxia Wealth Management Product exceeds 5% but all of the ratios are below 25%, such transaction constitutes
a discloseable transaction of the Company and shall be subject to the notification and announcement requirements but exempt from the
shareholders’ approval requirement under the Hong Kong Listing Rules.
BACKGROUND
The Company, through its wholly-owned
subsidiary, Shanghai Huibeiju Technology Co., Ltd., subscribed for Huaxia Wealth Management Product in the principal amount of RMB5
billion with Huaxia Wealth Management on August 9, 2023.
HUAXIA WEALTH MANAGEMENT PRODUCT
The principal terms of the subscription of Huaxia Wealth
Management Product are set out as follows:
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Product Name: |
Huaxia Wealth Management Fixed-income
Pure Debt Closed-End Wealth Management Product No. 64 (華夏理財固定收益純債型封閉式理財產品
64 號) |
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Date of Subscription: |
August 9, 2023 |
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Issuer: |
Huaxia Wealth Management |
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Subscriber: |
Shanghai Huibeiju Technology Co., Ltd. |
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Subscription Amount: |
RMB5 billion |
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Term of product: |
180 days (August 10, 2023
to February 6, 2024) |
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Type of Investment Return: |
Non-principal guaranteed with
floating return |
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Risk level of product (internal risk assessment by the issuer): |
Low/medium level risk |
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Annualized rate of
return of product expected by the Company: |
2.95%-2.96% |
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Right of early termination or Redemption: |
The Group has no right of early
termination or redemption as long as the major terms remain unchanged |
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The subscription for the Huaxia
Wealth Management Product is financed with the self-owned funds of the Group.
REASONS FOR SUBSCRIPTION OF
HUAXIA WEALTH MANAGEMENT PRODUCT AND ITS BENEFITS TO THE COMPANY
The Board believes that using
temporary idle funds reasonably and effectively will enhance the capital gain of the Company, which is consistent with the core objectives
of the Company to ensure capital safety and liquidity and meet the capital needs of the Group’s daily operations. The risk associated
with subscription of Huaxia Wealth Management Product is low/medium, while the Company can enjoy a relatively higher return from investments
in Huaxia Wealth Management Product after comparing quotes from different issuers.
The Directors consider that the
terms of subscription of Huaxia Wealth Management Product are fair and reasonable, on normal commercial terms or better, and are in the
interests of the Company and its shareholders as a whole.
INFORMATION OF THE PARTIES INVOLVED
The Company is an exempted company
with limited liability incorporated in the Cayman Islands on July 6, 2018. The Company is a leading integrated online and offline
platform for housing transactions and services, and a pioneer in building infrastructure and standards to reinvent how service providers
and customers efficiently navigate and complete housing transactions and services in China, ranging from existing and new home sales,
home rentals, to home renovation and furnishing, and other services.
Shanghai Huibeiju Technology Co., Ltd.
is a company incorporated in the PRC. It is a wholly-owned subsidiary of the Company and is mainly engaged in rental platform services.
Huaxia Wealth Management is a
wealth management subsidiary wholly owned by Hua Xia Bank Co., Limited, a licensed bank incorporated under the laws of the PRC listed
on the Shanghai Stock Exchange with the stock code “600015”. The business scope of Huaxia Wealth Management mainly covers
issuing wealth management products to the public and investing and managing the investors’ assets as trustee, issuing wealth management
products to qualified investors and investing and managing the investors’ assets as trustee, and financial advisory and consulting
services, etc.
To the best of Directors’
knowledge, information and belief after making all reasonable enquiries, Huaxia Wealth Management and its ultimate beneficial owner are
third parties independent of the Group and its connected persons.
HONG KONG LISTING RULES IMPLICATIONS
Pursuant to the Hong Kong Listing
Rules, as one or more of the applicable percentage ratios (as defined under Rule 14.07 of the Hong Kong Listing Rules) of the transaction
amount of the subscription of Huaxia Wealth Management Product exceeds 5% but all of the ratios are below 25%, such transaction constitute
a discloseable transaction of the Company and shall be subject to the notification and announcement requirements but exempt from the shareholders’
approval requirement under the Hong Kong Listing Rules.
DEFINITIONS
In this announcement, unless the
context requires otherwise, the following terms shall have the meanings set out below:
“Board” | the board of Directors |
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“Company” | KE Holdings Inc. |
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“Director(s)” | the director(s) of
the Company |
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“Group” | the Company
and its subsidiaries and consolidated affiliated entities from time to time |
“Hong
Kong Listing Rules” | the
Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (as amended from time to time)
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“Huaxia
Wealth Management” | Huaxia
Wealth Management Co., Ltd. (華夏理財有限責任公司),
a company incorporated under the laws of the PRC with limited liability. It is a wholly-owned subsidiary of Hua Xia Bank Co.,
Limited and undertakes wealth management function for Hua Xia Bank Co., Limited |
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“Huaxia
Wealth Management Product” | Huaxia
Wealth Management Fixed-income Pure Debt Closed-End Wealth Management Product No. 64 (華夏理財固定收益純債型封閉式理財產品
64 號) |
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“PRC” | the People’s Republic
of China |
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“RMB” | Renminbi, the lawful
currency of the PRC |
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“Stock Exchange” | The Stock Exchange of
Hong Kong Limited |
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“subsidiary(ies)” | has the meaning ascribed
thereto in the Hong Kong Listing Rules |
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“%” | per cent |
| By Order of the Board |
| KE Holdings Inc. |
| Yongdong Peng |
| Chairman and Chief Executive Officer |
Hong Kong, August 9, 2023
As
at the date of this announcement, the board of directors of the Company comprises Mr. Yongdong Peng, Mr. Yigang Shan, Mr. Wangang
Xu and Mr. Tao Xu as the executive directors, Mr. Jeffrey Zhaohui Li as the non-executive director, and Ms. Xiaohong Chen,
Mr. Hansong Zhu and Mr. Jun Wu as the independent non-executive directors.
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