Attached files
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EX-99.1 - CHINA ELECTRIC MOTOR, INC. | v207449_ex99-1.htm |
EX-10.1 - CHINA ELECTRIC MOTOR, INC. | v207449_ex10-1.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
December
31, 2010
Date of
Report (Date of earliest event reported)
CHINA
ELECTRIC MOTOR, INC.
(Exact
name of registrant as specified in its charter)
Delaware
|
000-53017
|
26-1357787
|
(State
or other jurisdiction
|
(Commission
File Number)
|
(IRS
Employer Identification No.)
|
of
incorporation)
|
Sunna
Motor Industry Park, Jian’an, Fuyong Hi-Tech Park, Baoan District, Shenzhen,
Guangdong, 518103
People’s
Republic of China
(Address
of principal executive
offices) (Zip
Code)
86-755-8149
9969
(Registrant’s
telephone number, including area code)
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):
[ ]
Written communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
[ ]
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
[ ]
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 December 31, 2010, Shenzhen
YuePengCheng Motor Co., Ltd. (“YuePengCheng”), an indirect wholly owned
subsidiary of China Electric Motor, Inc. (the “Company”) entered into a Property
Purchase Agreement (the “Agreement”) with Shenzhen Jianhuilong Industry Co.,
Ltd. (the “Seller”) pursuant to which YuePengCheng agreed to purchase certain
property (located at 2nd Fuyuan
Road, Fuyong Hi-Tech Zone, Baoan District, Shenzhen, the People’s Republic of
China with a gross floor area of approximately 35,530 square meters, or
approximately 382,442 square feet) of the Seller for an aggregate purchase price
of RMB170,934,714 (or approximately US$25.8 million, based on the exchange rate
as of January 6, 2011) (the “Purchase”). The purchase price will be
paid by YuePengCheng in a series of installments, and will be subject to certain
adjustments, as described in the Agreement. YuePengCheng will pay
earnest money of RMB15.0 million (or approximately US$2.26 million, based on the
exchange rate as of January 6, 2011) to the Seller, which will be used as part
of the purchase price at the closing of the Purchase. The closing of the
Purchase is expected to take place within 30 days following the date of the
Agreement, subject to government approvals. Each party’s obligation
to complete the Purchase remains subject to the satisfaction of various
conditions. If either the Seller or YuePengCheng does not perform its
obligations under the Agreement, which results in a failure to consummate the
Purchase, the non-breaching party will be entitled to (A)
liquidated damages of up to 5% of the aggregate purchase price, or (B) the
mandatory right under PRC law with respect to the earnest money.
The foregoing description of the
Purchase and related documents does not purport to be complete and is qualified
in its entirety by reference to a complete copy of the Agreement, a translation
of which is attached hereto as Exhibit 10.1 and incorporated herein by
reference.
On January 6, 2011, the Company
issued a press release announcing the execution of the Agreement. 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.
Exhibit No.
|
Description
|
|
10.1
|
Translation
of Property Purchase Agreement, dated as of December 31, 2010, by and
between Shenzhen YuePengCheng Motor Co., Ltd. and Shenzhen Jianhuilong
Industry Co., Ltd.
|
|
99.1
|
Press
Release of China Electric Motor, Inc. dated January 6,
2011.
|
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.
CHINA ELECTRIC MOTOR, INC. | |||
Dated:
January 6, 2011
|
By:
|
/s/ Yue Wang | |
Yue Wang | |||
Chief Executive Officer | |||
INDEX
TO EXHIBITS
Exhibit No.
|
Description
|
|
10.1
|
Translation
of Property Purchase Agreement, dated as of December 31, 2010, by and
between Shenzhen YuePengCheng Motor Co., Ltd. and Shenzhen Jianhuilong
Industry Co., Ltd.
|
|
99.1
|
Press
Release of China Electric Motor, Inc. dated January 6,
2011.
|