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EX-10.1 - EXHIBIT 10.1 - KINGOLD JEWELRY, INC. | v422014_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
Date of Report (Date of earliest event reported): October 13, 2015 (September 17, 2015)
KINGOLD JEWELRY, INC.
(Exact name of registrant as specified in its charter)
Delaware | 001-15819 | 13-3883101 | ||
(State or other jurisdiction of incorporation) |
(Commission File Number) | (IRS Employer Identification No.) |
15 Huangpu Science and Technology Park Jiang’an District Wuhan, Hubei Province, PRC |
430023 | |
(Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: (011) 86 27 65694977
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 September 17, 2015, Wuhan Kingold Jewelry Company Limited (“Wuhan Kingold”), the controlled subsidiary of Kingold Jewelry, Inc. (the “Company”), entered into a Trust Loan Contract in the amount of RMB300 million (equivalent to approximately US$47.1 million) with China Minsheng Trust Co., Ltd. The Trust Loan was approved on August 3, 2015. The stated purpose of the Trust Loan is capital turnover. The loan has a 12-month term, and bears interest at a fixed annual rate of 12.5%. The loan is secured by 1,877.4 kilograms of Au9995 gold, pledged by Wuhan Kingold. Our CEO Mr. Zhihong Jia and his wife Lili Huang also agreed to guarantee the loan. The repayment of the loan may be accelerated under certain conditions, including upon a default of principal or interest payment when due, breach of representations or warranties, certain cross-defaults, upon the occurrence of certain material events affecting the financial viability of Wuhan Kingold, and other customary conditions.
An English translation of the Trust Loan Contract is filed as Exhibit 10.1 hereto. The foregoing summary of the Trust Loan Contract does not purport to be complete and is qualified in its entirety by reference to such agreement, which is incorporated by reference herein.
Item 2.03 | Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. |
The disclosure contained in Item 1.01 of this Current Report on Form 8-K is incorporated by reference in its entirety into this Item 2.03.
Item 9.01 | Financial Statements and Exhibits. |
(d) | Exhibits |
Exhibit No. | Description | |
10.1 | Trust Loan Contract (English translation), dated September 17, 2015, between Wuhan Kingold Jewelry Company Limited and China Minsheng Trust Co., Ltd. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
KINGOLD JEWELRY, INC. | ||
By: | /s/ Zhihong Jia | |
Name: Zhihong Jia Title: Chief Executive Officer |
Date: October 13, 2015