Attached files
file | filename |
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8-K - Hubei Minkang Pharmaceutical Ltd. | v200126_8k.htm |
EX-3.2 - Hubei Minkang Pharmaceutical Ltd. | v200126_ex3-2.htm |
EX-3.1 - Hubei Minkang Pharmaceutical Ltd. | v200126_ex3-1.htm |
HUBEI
MINKANG PHARMACEUTICAL LTD.
2808
Cowan Circle
Las
Vegas, NV 89107
Symbol:
HBMKD- OTCBB
October
21, 2010
News
Release
HUBEI MINKANG PHARMACEUTICAL
LTD.: LETTER OF INTENT SIGNED TO ACQUIRE 100% OF HBMK
LIMITED
NAME CHANGE AND REVERSE
STOCK SPLIT
Las Vegas, Nevada – Hubei Minkang Pharmaceutical
Ltd. (“Hubei Minkang”, or the “Company”) (formerly Nexgen Petroleum
Corp.) is pleased to announce that it has entered into a letter of intent
(“LOI”) with HBMK Limited (“HBMK”), a BVI corporation. HBMK Limited
is the sole shareholder of Hubei Minkang Pharmaceutical Co., Ltd., a company
organized under the laws of the People’s Republic of China, or is in the process
of acquiring all of the issued and outstanding shares in the capital of Hubei
Minkang Pharmaceutical Co., Ltd., which is a modern pharmaceutical enterprise
that produces and markets Traditional Chinese Medicine in China as well as
markets its products to the US, Japan, Canada, Singapore, Malaysia, Thailand and
Hong Kong among other countries.
On
October 18, 2010, the Company and HBMK executed the LOI, whereby the Company and
HBMK intend to complete a Purchase Agreement (the “Definitive Agreement”), where
the Company will acquire 100% of the issued and outstanding shares of capital
stock of HBMK (the “HBMK Shares”) in exchange for 28,000,000 shares of common
stock of the Company (the “Exchange Shares”), on the terms and subject to the
conditions set out in the Definitive Agreement to be entered into between the
Company and HBMK (the “Proposed Transaction”).
Concurrent
with the closing of the Proposed Transaction with the shareholders of HBMK, the
Company agrees not to have more than $50,000 in outstanding liabilities and to
dispose of its oil and gas assets.
The
shares of common stock of the Company to be issued to the shareholders of HBMK
in the Proposed Transaction will be issued pursuant to an exemption from
registration requirements and will be subject to a statutory hold
period.
Either
the Company or HBMK may terminate the LOI if the parties fail to enter into a
Definitive Agreement on or before November 15, 2010, unless extended by mutual
agreement of the parties in writing for a maximum of 14 days per
extension.
In
addition, the Company is pleased to announce that it has changed its name to
Hubei Minkang Pharmaceutical Ltd. effective October 20, 2010 with the Nevada
Secretary of State’s office. In addition, effective October 20, 2010,
the Company has effected a one (1) for eight (8) reverse stock split of its
authorized and issued and outstanding common stock. As a result, the
Company’s authorized capital has decreased from 1,350,000,000 shares of common
stock with par value of $0.001 per share and 10,000,000 shares of preferred
stock with par value of $0.001 per share to 168,750,000 shares of common stock
with par value of $0.001 per share and 10,000,000 shares of preferred stock with
par value of $0.001 per share, and correspondingly its issued and outstanding
capital has decreased from 64,765,941 shares of common stock to 8,095,742 shares
of common stock.
The name
change and reverse stock split became effective with the Over-the-Counter
Bulletin Board at the opening for trading on October 21, 2010 under the new
stock symbol “HBMKD”. The “D” on the Company’s symbol will be removed
after 20 business days upon which the symbol will be “HBMK”. The
Company’s new CUSIP number is 44352W 101.
For more
information contact:
Investor
Relations
1.866.446.1869
FORWARD
LOOKING STATEMENTS This news release may include "forward-looking statements"
regarding Hubei Minkang Pharmaceutical Ltd., and its subsidiaries, business and
project plans. Such forward looking statements are within the meaning of Section
27A of the Securities Act of 1933, as amended, and section 21E of the United
States Securities and Exchange Act of 1934, as amended, and are intended to be
covered by the safe harbor created by such sections. Where Hubei Minkang
Pharmaceutical Ltd. expresses or implies an expectation or belief as to future
events or results, such expectation or belief is believed to have a reasonable
basis. However, forward-looking statements are subject to risks, uncertainties
and other factors, which could cause actual results to differ materially from
future results expressed, projected or implied by such forward-looking
statements. Hubei Minkang Pharmaceutical Ltd. does not undertake any obligation
to update any forward looking statement, except as required under applicable
law.