Attached files
| file | filename |
|---|---|
| EX-99.1 - Harbin Electric, Inc | v203757_ex99-1.htm |
| EX-10.1 - Harbin Electric, Inc | v203757_ex10-1.htm |
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 1934
Date of
Report (Date of earliest event reported): November 22, 2010
Harbin Electric,
Inc.
(Exact
name of registrant as specified in charter)
Nevada
(State or
other jurisdiction of incorporation)
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000-51006
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98-0403396
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|
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(Commission
File Number)
|
(IRS
Employer Identification
No.)
|
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No.
9, Ha Ping Xi Lu, Ha Ping Lu Ji Zhong Qu
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150060
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Harbin
Kai Fa Qu, Harbin, China
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|
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(Address
of principal executive offices)
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(Zip
Code)
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Registrant’s
telephone number, including area code: 86-451-86116757
(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 registrant under any of the following
provisions:
¨ Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
¨ Soliciting
material pursuant to Rule 14a-12(b) under the Exchange Act (17 CFR
240.14a-12(b))
¨ Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
¨ Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
Item
1.01. Entry into a Material Definitive
Agreement.
On
November 22, 2010, Harbin Electric, Inc. a Nevada corporation (the “Company”) entered
into a Term Loan Facility Agreement, dated November 22, 2010 (the “Agreement”) with
China Development Bank Corporation, Hong Kong Branch (“CDB”) pursuant to
which CDB has agreed to provide a USD$35,000,000 loan facility (“Facility A”) and an
RMB100,000,000 loan facility (“Facility B”, and
collectively with Facility A, the “Facilities”) to the
Company (the loans made under Facility A shall be referred to herein as “Facility A Loans” and
the loans made under Facility B shall be referred to herein as “Facility B Loans”).
The Facility A Loans and the Facility B Loans shall be made pursuant to one or
more borrowings from time to time during the period of time from the date of the
Agreement to the date falling on the expiration of six (6) months after the date
of the Agreement upon delivering a utilization request from the Company to CDB.
Interest on Facility A Loans shall be 3% per annum plus LIBOR (as
defined in the Agreement). Interest on Facility B Loans shall be 2.5%
per annum plus
SHIBOR (as defined in the Agreement). The Company is required
to repay the Facility A Loans in two (2) equal installments on
(i) the date which falls twenty four (24) months after the first utilization
date of any loan and (ii) the date which falls thirty six (36) months after the
first utilization date of any loan. The Company is required to
repay the Facility B Loans in two (2) equal installments on (i) the date
which falls twenty four (24) months after the first utilization date of any loan
and (ii) the date which falls thirty six (36) months after the first utilization
date of any loan.
The
Agreement provides that the Company may, upon not less than one month’s prior
notice prepay on an Interest Payment Date (as defined in the Agreement) or a
Repayment Date (as defined in the Agreement) all or part of any loan (but if in
part, in an amount that is an integral multiple of UDS$500,000 in the case of a
Facility A Loan or RMB2,000,000 in the case of Facility B
Loan). The Agreement also provides that upon a Change of Control (as
defined in the Agreement) of the Company, CDB may, by not less than 30 days
notice to the Company, cancel the Facilities and declare all outstanding loans,
together with accrued interest and all other amounts to be immediately due and
payable.
A copy of
the Agreement is filed herewith as Exhibit 10.1 and is incorporated herein by
reference.
The
Company’s obligations under the Agreement are secured by a pledge of shares of
common stock of the Company owned by its Chairman and Chief Executive Officer,
Tianfu Yang. On November 22, 2010, Mr. Yang entered into a Security
and Pledge Agreement (the “Pledge Agreement”)
with CDB, pursuant to which, Mr. Yang has agreed to pledge 7,000,000 shares of
common stock to CDB to secure the loans. Under the Pledge Agreement,
Mr. Yang may also be obliged to pledge to CDB, under certain circumstances,
additional shares of common stock owned by him and, to the extent such
additional shares are not sufficient, cash.
Item
8.01.
On
November 22, 2010, the Company issued a press release announcing its entry into
the Agreement with CDB. A copy of the press release is attached
hereto as Exhibit 99.1 and is incorporated herein by reference.
Item
9.01. Financial Statements and Exhibits
(d)
Exhibits
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Exhibit No.
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Description
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10.1
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Term
Loan Facility Agreement dated November 22, 2010, by and between the
Company and China Development Bank Corporation, Hong Kong
Branch.
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99.1
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Press
Release dated November 22,
2010
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SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the Company has duly
caused this report to be signed on its behalf by the undersigned hereunto duly
authorized.
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HARBIN
ELECTRIC, INC.
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By:
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/s/ Tianfu Yang
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Name:
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Tianfu
Yang
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Title:
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Chairman
and Chief Executive
Officer
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Dated:
November 23, 2010
Exhibit
Index
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Exhibit No.
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Description
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10.1
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Term
Loan Facility Agreement dated November 22, 2010, by and between the
Company and China Development Bank Corporation, Hong Kong
Branch
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99.1
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Press
Release dated November 22,
2010
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