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 OF THE
SECURITIES EXCHANGE ACT OF 1934
For the month of July 2025
Commission File Number 001-40517
BON NATURAL LIFE LIMITED
(Translation of registrant’s name into English)
Room 601, Block C, Gazelle Valley, No.69, Jinye Road
High-Tech Zone, Xi’an, Shaanxi, China
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 ☐
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): ☐
Note: Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders.
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): ☐
Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submitted to furnish a report or other document that the registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrant’s “home country”), or under the rules of the home country exchange on which the registrant’s securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrant’s security holders, and, if discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing on EDGAR.
Supply Agreement
On July 4, 2025, our subsidiary Xi’an App-Chem Bio (Tech) Co., Ltd (“App-Chem”) entered into a Sales Cooperation Agreement (the “Agreement”) with Beijing Huahai Keyuan Technology Co., Ltd. (“ Huahai Keyuan”). Under the Agreement, App-Chem grants Huahai Keyuan the non-exclusive right to distribute and sell App-Chem’s natural weight loss products (collectively, the “Products”) throughout China and the Southeast Asia market. The term of the Agreement is thirty-six (36) months.
App-Chem will be responsible for all research and development, manufacturing and quality control such that the Products are compliant with applicable national standards.
Pursuant to the Agreement Huahai Keyuan has guaranteed aggregate sales of no less than US$22,000,000 over the term. All such sales shall be conducted in full compliance with applicable laws and regulations.
Products will be transported to such sites as designated by Huahai Keyuan. In the event that the quality of the Product fails to conform to the agreed standards, App-Chem shall bear all costs associated with testing, as well as any expenses related to the return or exchange of the Products.
App-Chem must receive full payment from Huahai Keyuan for any Products before they are dispatched.
The Agreement may be terminated at any time by the mutual consent of both parties. If either party breaches the Agreement and fails to remedy such breach within thirty (30) working days after receiving written notice from the non-breaching party, the non-breaching party shall have the right to terminate the Agreement.
Either party that terminates the Agreement without justifiable reasons (as defined in the Agreement) or fails to fulfill its obligations under the Agreement shall compensate the other party with a liquidated damages equivalent to 15% of the total Agreement amount. Should partial non-performance of this Agreement occur due to a Party’s attributable default, the defaulting party shall pay the other party a penalty of 10% of the total price of the unperformed portion of the Agreement. Any lawsuits must be filed in a court where App-Chem is located.
The foregoing is a summary of the material terms of the Agreement. The Agreement contains additional terms, covenants and conditions and should be reviewed in its entirety for additional information.
Exhibits
The following exhibits are included in this Form 6-K:
| Exhibit No. | Description of Exhibit | |
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10.1 |
Translation of Sales Cooperation Agreement with Huahai Keyuan Keyuan Technology Co., Ltd. |
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| 99.1 | Press Release dated July 21, 2025 |
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.
| Date: July 21, 2025 | Bon Natural Life Limited | |
| By: | /s/ Yongwei Hu | |
| Yongwei Hu | ||
| Chairman and Chief Executive Officer | ||
Exhibit 10.1
Xi’an App-Chem Bio (Tech) and Beijing Huahai Keyuan
Sales Cooperation Agreement for Natural Weight Loss
Products
| Party A: Xi’an App-Chem Bio (Tech) Co., Ltd. | Date：July 4, 2025 | |
Party B: Beijing Huahai Keyuan Technology Co., Ltd. |
Place of signing：Xi’an Agreement No.：BONHHKY20250704 |
Party A (Nasdaq: BON) is a supplier of natural health bioactive ingredients and health solutions, specializing in the research and development, production and sales of natural active ingredients, with a focus on ingredients for personal health and care products. Party A is a globally leading provider of natural health ingredients and “prebiotics + postbiotics” health solutions. Party A’s natural health series products are widely distributed in countries and regions including, but not limited to, China, Japan, South Korea, the United States and the European Union, featuring excellent quality and a good reputation.
Party B is a leading domestic health company headquartered in Beijing, possessing professional brand management and marketing with experienced health consulting team. Party B specializes in the market development of original health products and demonstrates proven expertise in market expansion and brand building capabilities in this field.
WHEREAS, Party A and Party B have engaged in good-faith negotiations;
NOW THEREFORE, the Parties hereby enter into this Cooperation Agreement regarding the entrustment of Party A’s Natural Weight Loss Products to Party B for market distribution in Chinese market and Southeast Asia market.
I. Main Matters of the Agreement.
1. Party A hereby grants Party B the non-exclusive distribution rights to its natural weight loss products for a period of thirty-six (36) months after the signing of this agreement.
2. Party B agrees to accept the non-exclusive distribution rights for Party A’s natural weight loss products within the Chinese market and Southeast Asia market, valid for a period of thirty-six (36) months from the date of signing this Agreement.
3. Party A shall be responsible for product research, development, and manufacturing, and shall supply products to Party B. Party A shall ensure consistent and reliable supply of products, as well as continuous and rapid innovation, iteration and upgrading. The products include a series of natural weight loss products with a compound formula centered on “prebiotics + postbiotics”.
4. Party B shall be responsible for the sales of the series of the Products under this category in the Chinese market and Southeast Asia market during the term of this agreement. Party B undertakes that the total sales revenue of the said Product shall be no less than US$22,000,000 during such period.
5. Both parties agree that during the specific business advancement, they may enter into business agreements on product categories, market arrangements, product development and other matters, which shall constitute an integral part (of this agreement.
II. Cooperation Period. Term of this agreement should be thirty-six (36) months from the date of signing herein.
III. Payment. Party B shall prepay the full amount for the goods prior to shipment, and Party A shall deliver the goods only upon receipt of the full payment.
IV. Delivery and Location. Under this agreement, Party B shall periodically and in batches provide shipping documents to Party A, whereupon Party A shall deliver the goods as agreed. The goods shall be delivered to the designated cities in China of receipt specified by Party B.
V. Responsibilities and Obligations.
1. Party B guarantees that all sales activities shall comply with relevant laws and regulations and shall not engage in illegal sales during the sales process.
2. Party B shall effect payment on time as stipulated in the agreement. Should Party A’s failure to deliver the goods on schedule result from Party B’s delayed payment or other attributable causes, the delivery date shall be postponed, and Party A shall not bear the liability for breach of agreement.
3. Party A shall deliver the goods on time as required by Party B and ensure that the packaging of the goods meets the requirements of logistics transportation.
4. In the event that the Product quality fails to conform to the agreed standards, Party A shall bear all the testing fees and the costs of returns and exchanges.
5. If either party fails to perform this agreement without due cause or unilaterally terminates this agreement without authorization, such Party shall be liable to pay the other party a penalty of 15% of the total price of this agreement. Should partial non-performance of this Agreement occur due to a Party’s attributable default, the defaulting Party shall pay the other party a penalty of 10% of the total price of the unperformed part of this agreement.
VI. Force Majeure. Both Parties shall strictly fulfill their respective responsibilities and obligations hereunder. In the event that performance becomes impossible or delayed due to Force Majeure, the Parties shall negotiate in good faith to reach a mutually agreed solution.
VII. Termination of the Agreement. If one party violates the agreement and fails to make corrections within thirty (30) working days after receipt of written demand from the non-violating party, the non-violating party shall have the right to terminate this agreement. In addition, this agreement may be terminated by mutual consent of both parties.
VIII. Miscellaneous. If there are any matters not covered herein, both parties shall resolve them through friendly consultation and may enter into a separate agreement to stipulate them.
IX. Legal jurisdiction. In the event of any dispute arising during the execution of this contract, if no agreement can be reached through consultation, the dispute shall be settled through litigation and the People’s Court where Party A is located shall have jurisdiction.
X. This agreement shall come into effect upon signatures and seals by both parties. It is executed in quadruplicate, with each party holding two copies, all of which have the same validity.
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Party A: Xi’an App-Chem Bio (Tech) Co., Ltd. |
Party B: Beijing Huahai Keyuan Technology Co., LTD |
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| Seal: | Seal: | |
| Representative (Signature) : | Representative (Signature) : | |
| July 4, 2025 | July 4, 2025 |
Exhibit 99.1
BON Announces $22 Million Distribution Agreement for Weight Loss Products with Beijing Huahai Keyuan Technology Co., Ltd
XI’AN, China, July 21, 2025 (PR NEWSWIRE) — Bon Natural Life Limited (Nasdaq: BON) (“BON” or the “Company”), one of the leading bio-ingredient solutions providers in the natural health and personal care industries, today announced it has entered into a non-exclusive sales distribution agreement with Beijing Huahai Keyuan Technology Co. Ltd. (“Huahai Keyuan”). The term of the agreement is 36 months with a total contract value of US$22 million. Pursuant to the agreement, Huahai Keyuan will sell and distribute Bon’s natural weight loss product line across China and Southeast Asia.
What sets BON apart is not only the science behind its formulation but also its exceptional user compliance. By eliminating the need for drastic lifestyle changes, BON ensures that users can stay on track with ease—making long-term weight management more achievable than ever.
BON’s newly launched weight management products feature a compound formula centered on “prebiotics + postbiotics” — an innovative formulation representing a major advancement in the weight loss sector. Its defining innovation lies in delivering significant, reliable weight loss results without requiring restrictive dieting. This unique combination of demonstrated efficacy, consumer convenience, and innovative formulation positions BON’s new weight management range to potentially capture meaningful interest within the growing health and wellness sector.
Yongwei Hu, Chairman and CEO of BON, commented: “As a global participant in ‘prebiotics + postbiotics’ health solutions, we’re thrilled to introduce our new line of advanced, sustained-action weight management supplements. We are excited to partner with Huahai Keyuan. As a leading health enterprise in China, Huahai Keyuan specializes in marketing original health products and has an impressive track record in expanding markets and building strong brands. Our collaboration with Huahai Keyuan positions us to enter into China’s large and fast-growing weight management market. Together, we aim to contribute to the industry’s development, pursue strategic growth opportunities, and create long-term value for our shareholders.”