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EX-10.1 - China Industrial Waste Management Inc. | v175883_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): March 1, 2010 (December 16,
2009)
China Industrial Waste
Management, Inc.
(Exact
name of registrant as specified in its charter)
Nevada
|
002-95836-NY
|
13-3250816
|
||
(State or other
jurisdiction
of
incorporation)
|
(Commission File
Number)
|
(IRS
Employer
Identification
No.)
|
China
Industrial Waste Management, Inc.
c/o
Dalian Dongtai Industrial Waste Treatment Co., Ltd
No. 1
Huaihe West Road
E-T-D-Zone, Dalian, China 116600
(Address
of principal executive offices) (Zip Code)
Registrant's
telephone number, including area code: 011-86-411-85811229
N/A
(Former
Name and Address if changed since the last Report)
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):
o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
o | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 2.01 Completion
of Acquisition or Disposition of Assets.
On
December 16, 2009, China Industrial Waste Management, Inc. (the “Company”),
through its 90%-owned subsidiary Dalian Dongtai Industrial Waste Treatment
Co., Ltd. (“Dalian Dongtai”), acquired an additional 3% equity interest in
Dongtai Organic Waste Treatment Co., Ltd. (“Dongtai Organic”) thereby
increasing
its ownership of Dongtai Organic to 52%. Prior to the acquisition, and since
March 2, 2007, the Company owned a 49% minority interest in Dongtai Organic,
and accounted for its ownership of the minority interest under the equity
method. Under the acquisition agreement, Dalian Dongtai purchased the 3%
interest
from Dalian Sandaoke Chemical Inc., an unrelated third party, for a purchase
price of RMB 1,200,000 (US$176,000).
Dongtai
Organic was formed in March 2007 to operate a Build-Operate-Transfer (“BOT”)
municipal sludge treatment and disposal facility in Dalian, PRC. The
facility is expected to operate for a period of 20 years. Payment of sludge
treatment fees is the responsibility of the local government, at a predetermined
price, at various payment intervals. In addition to sludge treatment fees,
Dongtai Organic expects to generate revenues from sales of biogas, a byproduct
of the sludge treatment process, to Dalian Gas Company under a
long term supply agreement that will continue in effect until terminated
by mutual agreement of the parties or unilaterally terminated by a party in the
event of a material breach by the other party.
For the
convenience of the reader, amounts in Renminbi (“RMB”) have been translated into
United States dollars (“US$”) at the rate of US$1.00=RMB6.8279 quoted by the U.
S. Federal Reserve System as at December 16, 2010. The RMB is not freely
convertible into US$ and no representation is made that the RMB amounts could
have been, or could be, converted into US$ at that rate or at all.
Item
9.01 Financial Statements
and Exhibits.
(a) Financial
Statements of Businesses Acquired.
Financial
statements, to the extent required by Item 9(a) of Form 8-K, will be filed
within 71 days following the prescribed due date for the Form 8-K relating to
the transaction described under Item 2.01, above.
(b) Pro-forma
Financial Information.
Pro-forma
financial information, to the extent, required by Item 9(b) of Form 8-K, will be
filed within 71 days following the prescribed due date for the Form 8-K relating
to the transaction described under Item 2.01, above.
(d) Exhibits.
Exhibit
No.
|
Description
of Exhibit
|
10.1
|
Equity
Transfer Agreement dated December 10,
2009
|
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.
|
By:
|
/s/ Dong Jinqing | |
Name: | Dong Jinqing | ||
Title: | Chief Executive Officer | ||
Date: Marcy 1, 2010 |
EXHIBIT
INDEX
Exhibit
No.
|
Description
of Exhibit
|
10.1
|
Equity
Transfer Agreement dated December 10,
2009
|