Attached files
| file | filename |
|---|---|
| EX-10.1 - SRKP 23 Inc | v206302_ex10-1.htm |
| EX-10.2 - SRKP 23 Inc | v206302_ex10-2.htm |
UNITED
STATES
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 16,
2010
China
Wesen Recycling Technology, Inc.
(Exact
Name of Registrant as Specified in Its Charter)
|
Delaware
|
000-53022
|
26-1357843
|
|
(State
or Other Jurisdiction of Incorporation)
|
(Commission
File Number)
|
(IRS
Employer Identification No.)
|
Room
405, Floor 4, North Tower, 9 Shen Zhou Road,
Guangzhou
High-tech Industrial Development Zone, Guangzhou
People’s
Republic of China
(Address,
including zip code, off principal executive offices)
Registrant’s
telephone number, including area code: 86 (20) 32290314
SRKP
23, Inc.
4737
North Ocean Drive, Suite 207, Lauderdale by the Sea, Florida 33308
(Former
Name or Former Address, if Changed Since 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):
|
·
|
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
|
|
·
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
|
|
·
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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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|
·
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The
information in Item 3.02, below, is incorporated herein by
reference.
Item
3.02 Unregistered
Sales of Equity Securities.
On
December 16, 2010, China Wesen Recycling Technology, Inc. (the “Company”)
conducted a second and final closing of a private placement that was initially
reported in the Current Report on Form 8-K filed with the Securities and
Exchange Commission on November 30, 2010. Pursuant to subscription
agreements entered into with the investors, the Company sold an aggregate
of 1,346,068 shares of common stock, $0.0001 par value per share, at $2.25
per share, for gross proceeds of approximately $3.0 million (the “Private
Placement).
The
securities were offered and sold to investors in reliance upon exemptions from
registration pursuant to Section 4(2) under the Securities Act of 1933, as
amended, and Rule 506 promulgated thereunder. Each of the persons and/or
entities receiving the Company’s securities qualified as an accredited investor
(as defined by Rule 501 under the Securities Act of 1933, as
amended).
WestPark
Capital, Inc. (“WestPark”) served as the placement agent for the Private
Placement pursuant to a Placement Agency Agreement by and among the Company,
WestPark and Weixin International Co., Limited. Pursuant to the Placement Agency
Agreement, we paid WestPark a commission equal to 10.0% with a non-accountable
fee of 4.0% of the gross proceeds from the Private Placement.
THIS
CURRENT REPORT IS NOT AN OFFER OF SECURITIES FOR SALE. ANY SECURITIES SOLD IN
THE PRIVATE PLACEMENT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS
AMENDED, AND MAY NOT BE OFFERED OR SOLD IN THE UNITED STATES UNLESS REGISTERED
UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR PURSUANT TO AN EXEMPTION FROM
SUCH REGISTRATION.
Item
9.01 Financial
Statements and Exhibits.
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Exhibit
No.
|
Exhibit
Description
|
|
10.1
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Placement
Agency Agreement dated as of November 23, 2010 by and among the Company,
Weixin International Co., Limited and WestPark Capital, Inc.
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10.2
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Form
of Subscription Agreement by and among the Company, Weixin International
Co., Limited, and the investors.
|
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 Wesen Recycling Technology, Inc. | |||
|
Date: December 22,
2010
|
By:
|
/s/ Xiao Liu | |
| Name: | Xiao Liu | ||
| Title: | Chief Executive Officer | ||