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): February 12, 2010 (December 31,
2009)
Great
East Bottles & Drinks (China) Holdings, Inc.
(Exact
name of registrant as specified in charter)
Florida
(State or
other jurisdiction of incorporation)
333-139008
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59-2318378
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(Commission
File Number)
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(IRS
Employer Identification No.)
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203 Hankow Center,
5 - 15 Hankow Road, Tsimshatsui, Kowloon, Hong Kong
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(Address
of Principal Executive Offices)
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852-2192-4805
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(Registrant’s
Telephone Number, Including Area Code)
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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:
o
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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o
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Soliciting
material pursuant to Rule 14a-12(b) under the Exchange Act (17 CFR
240.14a-12(b))
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o
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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o
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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Item
2.01. Completion of Acquisition or Disposition of Assets
On 31
December 2009:
Great
East (Overseas) Packaging Limited (the “Company”), a subsidiary of Great East
Bottles & Drinks (China) Holdings, Inc. (“GEBD Holding”), acquired 99.99% of
Great East Packaging (Nanjing) Limited (“GEPNJ”) and 99.99% of Great East
Packaging (Xian) Limited (“GEPXA”) for USD9,999 each, totaling
USD19,998.
Pursuant
to a restructuring agreement between Great East Bottles and Drinks (BVI) Inc.
(“GEBD BVI”) and Great East Packaging Holdings Limited (“GEPH”), the Company
acquired 99.99% of GEPH’s 3 wholly owned subsidiaries, Upjoy Holdings Limited
(“Upjoy”), United Joy International Limited (“United Joy”) and Greatgrand Global
Limited (“Greatgrand”) (collectively the “GEPH’s Subsidiaries”).
In
exchange, GEBD BVI granted a 3-year share option for GEPH to subscribe for
9,638,769 ordinary shares of GEBD BVI’s wholly owned subsidiary, Great East
Packaging International Limited (“GE Int’l”), exercisable within 3 years ending
31 December 2012 with an exercise price of USD1. In addition, GEBD
BVI as seller entered into a sale and purchase agreement with Top Sharp
Investments Limited as purchaser for the entire issued share capital of Best Key
Investment Limited (“Best Key”) for a consideration of HK$1.
GEPH is a
British Virgin Islands company wholly owned by GEBD Holding’s majority
shareholder Mr Guy Chung.
Upjoy is
a British Virgin Islands company and the holding company for an OEM bottled
water manufacturing company called Hangzhou Crystal Pines Beverages &
Packaging Co. Ltd, which has a Taizhou branch engaging in the same
business.
United
Joy is a British Virgin Islands company and the holding company for an OEM
bottled water manufacturing company called Nanjing Crystal Pines Beverages &
Packaging Co. Ltd, which has a Hefei branch engaging in the same
business.
Greatgrand
is a British Virgin Islands company and the holding company for a hot fill
packaging company called Shenyang Great East Packaging Co. Ltd.
Best Key
is a Hong Kong company holding 15% interest in Hangzhou Great East Packaging
Co., Limited.
Financial
statements required will be filed by amendment not later than 75 calendar days
after 31 December 2009.
SIGNATURES
In
accordance with the requirements of the Exchange Act, the registrant caused this
report to be signed on its behalf by the undersigned, thereunto duly
authorized.
GREAT
EAST BOTTLES & DRINKS (CHINA) HOLDINGS, INC.
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Dated:
February 12, 2010
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/s/ Danny Poon
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Danny
Poon
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Chief
Financial Officer
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