Attached files
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EX-99.1 - NEWS RELEASE - Grand China Energy Group Ltd | exhibit99-1.htm |
EX-10.1 - AGREEMENT - Grand China Energy Group Ltd | exhibit10-1.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) January 17, 2011
SGB International Holdings
Inc.
(Exact name of registrant as specified in its
charter)
British Columbia | 000-53490 | N/A |
(State or other jurisdiction | (Commission | (IRS Employer |
of incorporation) | File Number) | Identification No.) |
909 6081 No. 3 Road, Richmond, BC Canada V6Y
2B2
(Address of principal executive offices and Zip Code)
Registrants telephone number, including area code: (604) 484 3127
N/A
(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:
[ ] 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))
2
Item 1.01 Entry into a Material Definitive Agreement
The information required by this Item is included under Item 3.02 of this current report on Form 8-K.
Item 3.02 Unregistered Sales of Equity Securities.
On January 17, 2011, we granted our directors and one consultant stock options to purchase an aggregate of 2,282,044 shares of our common stock at an exercise price of Cdn $0.10 per share for a term expiring January 17, 2012. The options are fully vested upon grant.
We granted these stock options to three non-U.S. persons (as that term is defined in Regulation S of the Securities Act of 1933, as amended) relying on Section 4(2) of the Securities Act of 1933, as amended and/or Rule 506 promulgated pursuant to the Securities Act of 1933, as amended.
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
The information required by this Item is included under Item 3.02 of this current report on Form 8-K.
Item 9.01 Financial Statements and Exhibits
(d) | Exhibits |
10.1 | form of stock option agreement |
99.1 | News release dated January 19, 2011 |
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.
SGB INTERNATIONAL HOLDINGS INC.
By: /s/ Xin Li
Xin Li
President, CEO, CFO and
Director
January 19, 2011