Attached files
| file | filename |
|---|---|
| EX-10.1 - LIHUA INTERNATIONAL INC. | v188275_ex10-1.htm |
| EX-10.2 - LIHUA INTERNATIONAL INC. | v188275_ex10-2.htm |
| EX-99.1 - LIHUA INTERNATIONAL INC. | v188275_ex99-1.htm |
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
______________
FORM
8-K
CURRENT
REPORT
PURSUANT
TO SECTION 13 OR 15(d) OF THE
SECURITIES
EXCHANGE ACT OF 1934
Date of
Report (Date of earliest event reported): June 11, 2010
Lihua International,
Inc.
(Exact
Name of Registrant as Specified in Charter)
|
Delaware
|
000-52650
|
14-1961536
|
||
|
(State
or Other Jurisdiction
of
Incorporation)
|
(Commission
File Number)
|
(IRS
Employer
Identification No.)
|
|
c/o
Lihua Holdings Limited
Houxiang
Five-Star Industry District
Danyang
City, Jiangsu Province, PRC 212312
|
|
(Address
of Principal Executive Offices and Zip
Code)
|
Registrant’s
telephone number, including area code: +86-511-86317399
(Former
Name or Former Address, if Changed Since Last Report)
Check the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions (see General Instruction A.2. below):
|
o
|
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
|
|
o
|
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
|
|
o
|
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
|
|
o
|
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
|
Item
8.01 Other Events.
On June 11, 2010, Lihua International,
Inc. (the “Company”) entered into new independent director agreements with
Robert Bruce and Jonathan Serbin (collectively, the “Independent Directors”),
independent members of the Company’s Board of Directors who have served as
directors since April 2009.
Pursuant to one-year agreements with
the Company dated June 11, 2010, effective as of April 14, 2010, the
Independent Directors will each receive an annual fee of $25,000 for their
service on the Board of Directors, while Mr. Bruce will receive an additional
annual fee of $7,500 for service as the chairman of the audit committee, and Mr.
Serbin will receive an additional annual fee of $5,000 for service as a member
of the audit committee. Pursuant to their respective agreements, the
Independent Directors were each awarded (i) a 10-year option to purchase up to
20,000 shares of common stock of the Company at an exercise price of $8.81 per
share, such option vesting in equal installments on August 31, 2010, November
30, 2010, February 28, 2011 and May 31, 2011, so long as each director is,
respectively, serving as a member of the Board of Directors at each such
time. The Company will also (i) pay each Independent Director $1,000
for each board meeting attended by telephone, (ii) pay each Independent Director
who resides in China (a) $1,500 for each board meeting attended in person in
China and (b) $5,000 for each board meeting attended in person outside of China
(iii) pay each Independent Director who resides outside of China (x) $5,000 for
each board meeting attended in person outside of the United States and (b)
$1,500 for each board meeting attended in person in the United States and (iii) reimburse each
Independent Director for expenses related to his attending meetings of
the Board of Directors, meetings of committees of the Board of Directors,
executive sessions and stockholder meetings.
Copies of the agreements with the
Independent Directors are attached hereto as Exhibits 10.1 and 10.2 to this
Current Report on Form 8-K.
On June 15, 2010, the Company issued a
press release announcing the completion of a new 32,000 square-foot warehouse
located within its current plant in Danyang. A copy of the press
release is included as Exhibit 99.1 to this Current Report on Form
8-K.
2
Item
9.01. Financial Statements and Exhibits
(d) Exhibits
|
Exhibit No.
|
Description
|
|
10.1
|
Independent
Director Agreement between the Company and Robert C. Bruce dated June 11,
2010.
|
|
10.2
|
Independent
Director Agreement between the Company and Jonathan Serbin dated June 11,
2010.
|
|
99.1
|
Press
Release dated June 15, 2010.
|
3
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 hereunto
duly authorized.
|
Dated:
June 16, 2010
|
Lihua
International, Inc.
|
|||
|
By:
|
/s/
Jianhua Zhu
|
|||
|
Name:
|
Jianhua
Zhu
|
|||
|
Title:
|
Chief
Executive Officer and
President
|
|||
4
Exhibit
Index
|
Exhibit No.
|
Description
|
|
10.1
|
Independent
Director Agreement between the Company and Robert C. Bruce dated June 11,
2010.
|
|
10.2
|
Independent
Director Agreement between the Company and Jonathan Serbin dated June 11,
2010.
|
|
99.1
|
Press
Release dated June 15, 2010.
|
5