Attached files
| file | filename |
|---|---|
| EX-10.3 - WUHAN GENERAL GROUP (CHINA), INC | v199684_ex10-3.htm |
| EX-10.7 - WUHAN GENERAL GROUP (CHINA), INC | v199684_ex10-7.htm |
| EX-10.5 - WUHAN GENERAL GROUP (CHINA), INC | v199684_ex10-5.htm |
| EX-10.6 - WUHAN GENERAL GROUP (CHINA), INC | v199684_ex10-6.htm |
| EX-10.2 - WUHAN GENERAL GROUP (CHINA), INC | v199684_ex10-2.htm |
| EX-10.8 - WUHAN GENERAL GROUP (CHINA), INC | v199684_ex10-8.htm |
| EX-10.1 - WUHAN GENERAL GROUP (CHINA), INC | v199684_ex10-1.htm |
| EX-10.4 - WUHAN GENERAL GROUP (CHINA), INC | v199684_ex10-4.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 28, 2010
WUHAN
GENERAL GROUP (CHINA), INC.
(Exact
Name of Registrant as Specified in Charter)
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Nevada
(State
or Other Jurisdiction
of
Incorporation)
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001-34125
(Commission
File
Number)
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84-1092589
(IRS
Employer
Identification
No.)
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Canglongdao
Science Park of Wuhan East Lake Hi-Tech Development Zone
Wuhan,
Hubei 430200
People’s
Republic of China
(Address
of Principal Executive Offices, including Zip Code)
Registrant’s
telephone number, including area code: (86) 27-5970-0069
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):
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¨
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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¨
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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¨
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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¨
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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Item
1.01.
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Entry
into a Material Definitive
Agreement.
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Under
this loan facility, Wuhan Generating entered into a Loan Agreement with Hankou
Bank for a short-term loan for RMB 30,000,000 (approximately $4.41 million) on
June 29, 2010. On the same date, Wuhan Blower entered into a Loan
Agreement with Hankou Bank for a short-term loan for RMB 127,600,000
(approximately $18.75 million). These short-term loans were obtained
for the purpose of repaying the Borrowers’ debt with Standard Chartered Bank
(China) Limited, Guangzhou Branch (“Standard Chartered Bank”). These
short-term loans mature on June 29, 2011 and have a floating rate that is
currently at 5.31% per annum. If either Wuhan Generating or Wuhan
Blower fails to make timely payments on these loans, then it will be subject to
a penalty rate of 150% of the effective interest rate. In addition,
Wuhan Generating and Wuhan Blower are subject to a penalty rate of the effective
interest rate plus 100% if they fail to use the loan for the agreed upon
purpose. Upon Hankou Bank’s request, Wuhan Generating and Wuhan
Blower must provide copies of financial statements and other requested
information. If Wuhan Generating or Wuhan Blower breach the terms of
the short-term loan, among other rights, Hankou Bank may charge compound
interest and penalty interest, accelerate the maturity date of the loan and
withhold or deduct such amounts from Wuhan Generating’s or Wuhan Blower’s other
accounts with Hankou Bank. These short-term loans are subject to an
early repayment fee.
On July
27, 2010, Wuhan Blower executed a Loan Agreement for a short-term loan for RMB
40,000,000 (approximately $5.89 million) under its loan facility with Hankou
Bank. This short-term loan was obtained for working capital
purposes. This short-term loan matures on July 28, 2011 and has a
floating interest rate that is currently at 5.31%. If Wuhan Blower
fails to make timely payments on this short-term loan, then it will be subject
to a penalty rate of 150% of the effective interest rate. In
addition, Wuhan Blower is subject to a penalty rate of the effective interest
rate plus 100% if it fails to use the loan for the agreed upon
purpose. Upon Hankou Bank’s request, Wuhan Blower must provide copies
of financial statements and other requested information. If Wuhan
Blower breaches the terms of the short-term loan, among other rights, Hankou
Bank may charge compound interest and penalty interest, accelerate the maturity
date of the loan and withhold or deduct such amounts from Wuhan Blower’s other
accounts with Hankou Bank. This short-term loan is subject to an
early repayment fee.
The
obligations under the Loan Facility Agreement and Loan Agreements with Hankou
Bank are secured by the real property of the Borrowers and guaranteed by Wuhan
Blower and Wuhan Sungreen. The Loan Facility Agreement and the Loan
Agreements are governed by the laws of the People’s Republic of
China.
The
foregoing description of the agreements is qualified in its entirety by
reference to the Loan Facility Agreement, the Loan Agreements and the Financial
Consulting Service Agreements, which are attached hereto as Exhibits 10.1, 10.2,
10.3, 10.4, 10.5, 10.6, and 10.7, respectively, and are incorporated herein by
reference.
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Item
1.02.
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Termination
of a Material Definitive Agreement.
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On July 13, 2010, the Borrowers entered
into an Early Loan Repayment and Termination Agreement, as supplemented, with
Standard Chartered Bank (the “Termination Agreement”) to repay all amounts owed
to Standard Chartered Bank and terminate the Loan Agreement and Financing Letter
with Standard Chartered Bank. Pursuant to the Termination Agreement,
the Borrowers agreed to repay Standard Chartered Bank a total amount of RMB
157.6 million (approximately $23.24 million) in principal under the Loan
Agreement, and a total amount of RMB 21.8 million (approximately $3.21 million)
in principal under the Financing Letter for a bank note payable. In
addition, the Borrowers agreed to pay, in consideration of the early repayment
of the loan, approximately RMB 8.16 million (approximately $1.20 million) for
loss on interest revenue to Standard Chartered Bank and for penalty
charges. The Borrowers also agreed to pay RMB 263,713 (approximately
$39,000) in legal fees to King & Wood Law Firm and RMB 295,820
(approximately $44,000) in auditing service fees to PricewaterhouseCoopers
LLP. The Borrowers previously paid Standard Chartered Bank and its
affiliates a consulting fee of RMB 12.61 million (approximately $1.86 million)
in connection with its financing. Under the Termination Agreement,
Standard Chartered Bank agreed to refund approximately RMB 8.16 million
(approximately $1.20 million) to the Borrowers for various fees paid, if the
Borrowers fully satisfy their debt with Standard Chartered Bank. As
of July 15, 2010, the Borrowers fully repaid their debt under the Loan Agreement
with Standard Chartered Bank of RMB 157.6 (approximately $23.24 million) in
principal and RMB 1,145,905 (approximately $169,000) in interest. As
of August 16, 2010, the Borrowers fully repaid their bank note payable under the
Financing Letter of RMB 21.8 (approximately $3.21 million) in principal and
approximately RMB 380,380 (approximately $56,000) in
interest.
The
foregoing description of the Termination Agreement is qualified in its entirety
by reference to the Termination Agreement, which is attached hereto as Exhibit
10.8 and incorporated herein by reference. The Loan Agreement with
Standard Chartered Bank, and a summary of its material terms, was filed on a
Current Report on Form 8-K with the Securities and Exchange Commission on
November 16, 2009.
The information provided in Item 1.01
is incorporated by reference in this Item 1.02.
Item
2.03. Creation
of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet
Arrangement of a Registrant.
The
information provided in Item 1.01 is incorporated by reference in this Item
2.03.
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Item
9.01.
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Financial
Statements and Exhibits.
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(d) Exhibits
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10.1
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Loan
Facility Agreement, dated June 28, 2010, by and among Wuhan Blower Co.,
Ltd., Wuhan Generating Equipment Co., Ltd., Wuhan Sungreen Environment
Protection Equipment Co., Ltd. and Hankou Bank Limited (English
Translation).
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10.2
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Loan
Agreement, dated June 29, 2010, by and between Wuhan Generating Equipment
Co., Ltd. and Hankou Bank Limited (English
Translation).
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10.3
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Loan
Agreement, dated June 29, 2010, by and between Wuhan Blower Co., Ltd. and
Hankou Bank Limited (English
Translation).
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10.4
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Loan
Agreement, dated July 27, 2010, by and between Wuhan Blower Co., Ltd. and
Hankou Bank Limited (English
Translation).
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10.5
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Financial
Consulting Service Agreement, dated June 29, 2010, by and between Wuhan
Blower Co., Ltd. and Hankou Bank Limited (English
Translation).
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10.6
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Financial
Consulting Service Agreement, dated June 29, 2010, by and between Wuhan
Generating Equipment Co., Ltd. and Hankou Bank Limited (English
Translation).
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10.7
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Financial
Consulting Service Agreement, dated June 29, 2010, by and between Wuhan
Blower Co., Ltd. and Hankou Bank Limited (English
Translation).
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10.8
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Early
Loan Repayment and Termination Agreement, as supplemented, dated July 13,
2010, by and among Wuhan Blower Co., Ltd., Wuhan Generating Equipment Co.,
Ltd., Wuhan Sungreen Environment Protection Equipment Co., Ltd. and
Standard Chartered Bank (China) Co., Ltd. (English
Translation).
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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 hereunto
duly authorized.
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Wuhan
General Group (China), Inc.
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||
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Date: October
22, 2010
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By:
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/s/ Philip
Lo
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Name:
Philip Lo
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Title: Chief
Financial Officer
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EXHIBIT
INDEX
Form
8-K
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Filed
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||||||
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Exhibit
No.
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Description
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Herewith
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By
Reference
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|||
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10.1
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Loan
Facility Agreement, dated June 28, 2010, by and among Wuhan Blower Co.,
Ltd., Wuhan Generating Equipment Co., Ltd., Wuhan Sungreen Environment
Protection Equipment Co., Ltd. and Hankou Bank Limited (English
Translation).
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X
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||||
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10.2
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Loan
Agreement, dated June 29, 2010, by and between Wuhan Generating Equipment
Co., Ltd. and Hankou Bank Limited (English Translation).
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X
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||||
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10.3
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Loan
Agreement, dated June 29, 2010, by and between Wuhan Blower Co., Ltd. and
Hankou Bank Limited (English Translation).
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X
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||||
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10.4
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Loan
Agreement, dated July 27, 2010, by and between Wuhan Blower Co., Ltd. and
Hankou Bank Limited (English Translation).
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X
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10.5
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Financial
Consulting Service Agreement, dated June 29, 2010, by and between Wuhan
Blower Co., Ltd. and Hankou Bank Limited (English
Translation).
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X
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||||
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10.6
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Financial
Consulting Service Agreement, dated June 29, 2010, by and between Wuhan
Generating Equipment Co., Ltd. and Hankou Bank Limited (English
Translation).
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X
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||||
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10.7
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Financial
Consulting Service Agreement, dated June 29, 2010, by and between Wuhan
Blower Co., Ltd. and Hankou Bank Limited (English
Translation).
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X
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||||
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10.8
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Early
Loan Repayment and Termination Agreement, as supplemented, dated July 13,
2010, by and among Wuhan Blower Co., Ltd., Wuhan Generating Equipment Co.,
Ltd., Wuhan Sungreen Environment Protection Equipment Co., Ltd. and
Standard Chartered Bank (China) Co., Ltd. (English
Translation).
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X
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