Attached files
| file | filename |
|---|---|
| EX-10.3 - Sinobiopharma, Inc. | sino_ex10-3.htm |
| EX-10.1 - Sinobiopharma, Inc. | sino_ex10-1.htm |
| EX-10.2 - Sinobiopharma, Inc. | sino_ex10-2.htm |
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
DC 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): December 18, 2009
SINOBIOPHARMA,
INC.
(Exact
Name of Registrant as Specified in Charter)
|
Nevada
|
333-144910
|
26-3002371
|
|
(State
or Other Jurisdiction
|
(Commission
File Number)
|
(IRS
Employer
|
|
of
Incorporation)
|
Identification
No.)
|
|
8 Zhong Tian Road
Nantong City, Jiangsu
Province, China 226009
|
|
(Address
of Principal Executive Offices)
|
Registrant's
telephone number, including area code: 011 - (86)
51-385328336
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.
Item
3.02. Unregistered Sales of Equity Securities.
On
December 18, 2009, the Company’s wholly-owned subsidiary, DongYing (Jiangsu)
Pharmaceutical Limited Company (“DongYing”), entered into three intellectual
property transfer agreements with Meisu Jining Science and Technology (Nanjing)
Limited Company for transfer of the approval certificates to engage in clinical
trials for the drug Epleronone and its tablet and capsule forms in China (the
“Intellectual Property”). As consideration for Intellectual Property
to DongYing, the Company issued an aggregate of 9,500,000 shares of the
Company’s common stock to Meisu Jining Science and Technology (Nanjing) Limited
Company.
The
issuance of the common stock to Meisu Jining Science and Technology (Nanjing)
Limited Company was exempt from registration under Section 4(2) of the
Securities Act based upon our compliance with Regulation S as promulgated by the
SEC under the Securities Act of 1933, as amended (the “Securities Act”).
Transfers of such shares were restricted by the Company in accordance with the
requirements of the Securities Act. Meisu Jining Science and Technology
(Nanjing) Limited Company was provided with access to our Securities and
Exchange Commission filings.
Item
9.01. Financial Statements and Exhibits.
|
(d)
|
Exhibits
|
| 10.1 |
Purchase Agreement dated December 18, 2009 by and between DongYing
(Jiangsu) Pharmaceutical Limited Company and Meisu Jining Science and
Technology (Nanjing) Limited Company, for the transfer of the approval
certificate for the Eplerenone drug.
|
| 10.2 |
Purchase Agreement dated December 18, 2009, by and between DongYing
(Jiangsu) Pharmaceutical Limited Company and Meisu Jining Science and
Technology (Nanjing) Limited Company, for the transfer of the approval
certificate for the Eplerenone capsule.
|
| 10.3 |
Purchase Agreement dated December 18, 2009 by and between DongYing
(Jiangsu) Pharmaceutical Limited Company and Meisu Jining Science and
Technology (Nanjing) Limited Company, for the transfer of the approval
certificate for the Eplerenone tablet.
|
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.
Date: December 23, 2009
SINOBIOPHARMA, INC.
By: /s/ Lequn
Huang
Lequn
Huang
Chief
Executive Officer
2